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SEC Withdraws Appeal of Court Decision to Vacate Its Dealer Rules

The SEC’s move is part of a recent shift toward a less enforcement-centric approach that is set to reshape the regulatory framework for digital assets in the US....more

SEC Brings Charges for Failure to File Forms 13F (Investment Manager Share Positions) and 13H (Large Trader Registration)

The SEC’s September 17, 2024, actions signal its commitment to penalize non-compliance, while encouraging market participants to self-report violations. On September 17, 2024, the US Securities and Exchange Commission...more

The SEC’s Definition of a “Dealer” - End of the Road for DeFi, or Just Another Bump?

The SEC’s ambiguous rule could have a chilling effect both on decentralized finance and on the provision of liquidity to centralized crypto exchanges. The Securities and Exchange Commission (SEC) adopted a new rule on...more

SEC Expands Statutory Definition of “Dealer” and “Government Securities Dealer”

SEC defines the phrase “as part of a regular business” to capture private funds and other market participants that take on liquidity-providing roles. The Securities and Exchange Commission (SEC) adopted new rules that...more

Form N-PX “Say on Pay” Disclosure Requirement for 13F Filers Will Become Effective July 1, 2024

Form 13F filers will need to file their first Form N-PX covering the period of July 1, 2023, to June 30, 2024, by August 31, 2024. Rule 14Ad1 of the Securities Exchange Act of 1934 (Exchange Act), which was adopted by...more

New Federal Exemption Changes the Registration Landscape for M&A Brokers

The narrower M&A broker exemption supersedes the 2014 M&A broker no-action letter while leaving state-level restrictions and foreign M&A broker relief unaffected. On March 29, 2023, the Securities Exchange Act of 1934...more

SEC Proposes to Expand Interpretation of “Dealer” and “Government Securities Dealer” Definitions

On March 28, 2022, the US Securities and Exchange Commission (SEC) proposed rules (Proposing Release) that would require securities market participants that engage in dealer-like activities - such as a proprietary trading...more

SEC Proposes to Expand the Definition of an “Exchange”

The proposal would require certain systems and platforms currently not subject to any registration requirements to register as broker-dealers and ATSs. On January 26, 2022, the Securities and Exchange Commission (SEC)...more

SEC Proposes Stricter Requirements for the Rule 10b5-1 Affirmative Defense

The Proposal would have a significant impact on current practices surrounding the use of Rule 10b5-1 plans by public companies and insiders. On December 15, 2021, the Securities and Exchange Commission (SEC) issued a set...more

The Return of the Token Safe Harbor

SEC Commissioner Peirce has revived and refreshed her proposed three-year safe harbor for qualifying token projects, but some unresolved ambiguities remain. US Securities and Exchange Commission (SEC) Commissioner Hester...more

SEC Issues Guidance for Broker-Dealer Custody of Digital Assets

In a year-end change of course, the SEC identified the minimum steps that broker-dealers must take when acting as custodians of digital asset securities. On December 23, 2020, the US Securities and Exchange Commission (SEC)...more

Finders, Keepers: SEC Proposes Safe Harbor Framework for Unregistered Finders

The proposal would significantly impact finders by granting tailored exemptive relief to individuals engaging in limited capital raising activity. Key Points: ..The Proposal would provide a conditional exemption that...more

SEC Streamlines Rules for Over-the-Counter Equity Securities

The changes will have implications for the growing secondary market for non-listed securities. On September 16, 2020, the US Securities and Exchange Commission (SEC) adopted amendments to Rule 15c2-11 (the amended Rule) of...more

SEC Charges “ICO Superstore” as Unregistered Broker-Dealer

The settled order is the first SEC action charging a seller of digital tokens as an unregistered broker-dealer. On September 11, 2018, the U.S. Securities and Exchange Commission (SEC) announced a settled order instituting...more

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