Financial Services Bulletin: Action At Federal Agencies

by Perkins Coie

SEC Proposes Crowdfunding Rules

On Wednesday, October 23, 2013, the Securities and Exchange Commission (the "SEC") voted unanimously to propose rules to permit companies to offer and sell securities through "crowdfunding," under Title III of the Jumpstart Our Business Startups Act (the "JOBS Act").  The JOBS Act directs the SEC to implement rules for the Act's "crowdfunding" exemption to the SEC's securities registration requirements.  Crowdfunding is a term that describes fundraising over the internet through small individual contributions from a large number of people.

Under the proposed rules an eligible company could raise a maximum aggregate amount of $1 million through crowdfunding offerings in a 12-month period.  Investors, over the course of a 12-month period, with an annual income and net worth of less than $100,000, could invest up to $2,000, or 5 percent of their annual income or net worth, whichever is greater.  Over the same period investors with an annual income or net worth equal to or greater than $100,000 could invest up to 10 percent of their annual income or net worth, subject to an annual limit of $100,000.  Notably, however, securities purchased in a crowdfunding transaction could not be resold for a period of one year.

Some companies will not be eligible to use the crowdfunding exemption, including, most prominently, non-U.S. companies and companies that are already SEC reporting companies.

The JOBS Act requires that crowdfunding transactions take place through an SEC-registered online intermediary, which can be either a broker-dealer or a funding portal.  These broker-dealers and funding portals will be a new type of SEC registrant, and will be required to provide investors with certain minimum forms of information and safeguards against fraud.

Perkins Coie LLP published an Update providing greater detail on the newly proposed SEC crowdfunding rules.

Read the SEC press release

Six Financial Regulatory Agencies Jointly Propose Standards for Assessing Diversity

On Wednesday, October 23, 2013, six federal regulatory agencies—including the Board of Governors of the Federal Reserve System (the "Fed"), the Consumer Financial Protection Bureau (the "CFPB"), the Federal Deposit Insurance Corporation (the "FDIC"), the National Credit Union Administration (the "NCUA"), the Office of the Comptroller of the Currency (the "OCC"), and the SEC—proposed joint standards for assessing the diversity policies and practices of the institutions they regulate.  Under Section 342 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"), each agency's Office of Minority and Women Inclusion is required to develop standards for assessing diversity policies and practices in regulated entities.

The proposed standards cover four major areas: (1) institutional commitment to diversity; (2) workforce profile and employment practices; (3) business practices and procurement and supplier diversity; and (4) transparency of organizational diversity and inclusion.

Read the Fed press release

Read the CFPB press release

Read the FDIC press release

Read the NCUA press release

Read the OCC press release

Read the SEC press release

Agencies Propose Liquidity Risk Management Rule

On Thursday, October 24, 2013, the Fed proposed a rule to strengthen the liquidity risk management of large banks and savings associations.  This liquidity risk management rule was developed collaboratively by the Fed, with the FDIC and OCC.  The FDIC and OCC jointly announced the proposed rule on Wednesday, October 30, 2013 in substantially the same form as the Fed proposal.

The proposed rule would require covered institutions to maintain a standard level of high-quality liquid assets that could be converted easily and quickly into cash on each business day, in an amount equal to or greater than an institution's projected cash outflows less projected inflows over a 30-day period.

The proposed liquidity rule would be applicable to "banking organizations with $250 billion or more in total consolidated assets; banking organizations with $10 billion or more in on-balance sheet foreign exposure; systemically important, non-bank financial institutions that do not have substantial insurance subsidiaries or substantial insurance operations; and bank and savings association subsidiaries thereof that have total consolidated assets of $10 billion or more."

The liquidity proposal is based on a standard agreed to by the Basel Committee on Banking Supervision, and would also establish an enhanced prudential liquidity standard consistent with section 165 of the Dodd-Frank Act.  Under the proposal, U.S. covered institutions would begin a transition period on January 1, 2015, and would be required to be fully compliant by January 1, 2017.

Read the Fed press release

Read the FDIC press release

Read the OCC press release

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© Perkins Coie | Attorney Advertising

Written by:

Perkins Coie

Perkins Coie on:

Readers' Choice 2017
Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
Sign up using*

Already signed up? Log in here

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
Custom Email Digest
Privacy Policy (Updated: October 8, 2015):

JD Supra provides users with access to its legal industry publishing services (the "Service") through its website (the "Website") as well as through other sources. Our policies with regard to data collection and use of personal information of users of the Service, regardless of the manner in which users access the Service, and visitors to the Website are set forth in this statement ("Policy"). By using the Service, you signify your acceptance of this Policy.

Information Collection and Use by JD Supra

JD Supra collects users' names, companies, titles, e-mail address and industry. JD Supra also tracks the pages that users visit, logs IP addresses and aggregates non-personally identifiable user data and browser type. This data is gathered using cookies and other technologies.

The information and data collected is used to authenticate users and to send notifications relating to the Service, including email alerts to which users have subscribed; to manage the Service and Website, to improve the Service and to customize the user's experience. This information is also provided to the authors of the content to give them insight into their readership and help them to improve their content, so that it is most useful for our users.

JD Supra does not sell, rent or otherwise provide your details to third parties, other than to the authors of the content on JD Supra.

If you prefer not to enable cookies, you may change your browser settings to disable cookies; however, please note that rejecting cookies while visiting the Website may result in certain parts of the Website not operating correctly or as efficiently as if cookies were allowed.

Email Choice/Opt-out

Users who opt in to receive emails may choose to no longer receive e-mail updates and newsletters by selecting the "opt-out of future email" option in the email they receive from JD Supra or in their JD Supra account management screen.


JD Supra takes reasonable precautions to insure that user information is kept private. We restrict access to user information to those individuals who reasonably need access to perform their job functions, such as our third party email service, customer service personnel and technical staff. However, please note that no method of transmitting or storing data is completely secure and we cannot guarantee the security of user information. Unauthorized entry or use, hardware or software failure, and other factors may compromise the security of user information at any time.

If you have reason to believe that your interaction with us is no longer secure, you must immediately notify us of the problem by contacting us at In the unlikely event that we believe that the security of your user information in our possession or control may have been compromised, we may seek to notify you of that development and, if so, will endeavor to do so as promptly as practicable under the circumstances.

Sharing and Disclosure of Information JD Supra Collects

Except as otherwise described in this privacy statement, JD Supra will not disclose personal information to any third party unless we believe that disclosure is necessary to: (1) comply with applicable laws; (2) respond to governmental inquiries or requests; (3) comply with valid legal process; (4) protect the rights, privacy, safety or property of JD Supra, users of the Service, Website visitors or the public; (5) permit us to pursue available remedies or limit the damages that we may sustain; and (6) enforce our Terms & Conditions of Use.

In the event there is a change in the corporate structure of JD Supra such as, but not limited to, merger, consolidation, sale, liquidation or transfer of substantial assets, JD Supra may, in its sole discretion, transfer, sell or assign information collected on and through the Service to one or more affiliated or unaffiliated third parties.

Links to Other Websites

This Website and the Service may contain links to other websites. The operator of such other websites may collect information about you, including through cookies or other technologies. If you are using the Service through the Website and link to another site, you will leave the Website and this Policy will not apply to your use of and activity on those other sites. We encourage you to read the legal notices posted on those sites, including their privacy policies. We shall have no responsibility or liability for your visitation to, and the data collection and use practices of, such other sites. This Policy applies solely to the information collected in connection with your use of this Website and does not apply to any practices conducted offline or in connection with any other websites.

Changes in Our Privacy Policy

We reserve the right to change this Policy at any time. Please refer to the date at the top of this page to determine when this Policy was last revised. Any changes to our privacy policy will become effective upon posting of the revised policy on the Website. By continuing to use the Service or Website following such changes, you will be deemed to have agreed to such changes. If you do not agree with the terms of this Policy, as it may be amended from time to time, in whole or part, please do not continue using the Service or the Website.

Contacting JD Supra

If you have any questions about this privacy statement, the practices of this site, your dealings with this Web site, or if you would like to change any of the information you have provided to us, please contact us at:

- hide
*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.