News & Analysis as of

Capital Formation Regulation D

Sherman & Howard L.L.C.

Securities and Exchange Commission Issues Its Annual Small Business Capital Report

According to the Security and Exchange Commission’s Advocate for Small Business Capital Formations’ 2022 annual report covering economic and regulatory data gathered from July 1, 2021 to June 30, 2022, small and emerging...more

Mayer Brown Free Writings + Perspectives

Trends in Capital Formation: The SEC’s OASB Annual Report

The SEC’s Office of the Advocate for Small Business Capital Formation (“OASB”) recently issued its 2021 Annual Report (the “Report”), which reviews the capital raising activities of a variety of companies, from startups and...more

Steptoe & Johnson PLLC

SEC Securities Act Rules Simplified, Improved

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The SEC amended the rules under the Securities Act of 1933 ("Act") to simplify, harmonize, and improve certain aspects of the exempt offering framework in order to promote capital formation while preserving or enhancing...more

Mintz - Securities & Capital Markets...

SEC Harmonizes and Improves “Patchwork” Private Offering Framework

On November 2, the SEC adopted amendments designed to harmonize and simplify the existing, complicated framework of private offering exemptions—the primary method by which private companies raise capital. The amendments...more

Proskauer Rose LLP

SEC Amends Rules to Facilitate Capital Raising in Private Offerings

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On November 2, 2020, the Securities and Exchange Commission adopted amendments to facilitate the use of private, or “exempt,” offerings. The changes will impact offerings structured pursuant to Section 4(a)(2), Regulation D...more

Buchalter

SEC “Harmonizes” Exempt Offering Framework

Buchalter on

On November 2, 2020, the Securities and Exchange Commission voted to harmonize, simplify, and improve the current tangled framework for exempt securities offerings, a move intended to promote capital formation and expand...more

Farrell Fritz, P.C.

Significant Exempt Offering Rule Reforms Approved by SEC to Facilitate Capital Formation

Farrell Fritz, P.C. on

On November 2, 2020, the SEC adopted significant rule amendments to simplify, harmonize and improve the exempt offering framework to facilitate capital formation and investment opportunities in startups and emerging...more

Brownstein Hyatt Farber Schreck

SEC Amends Accredited Investor Definition

On Aug. 26, 2020, the Securities and Exchange Commission (SEC) announced amendments to the definitions of “accredited investor” and “qualified institutional buyer” (QIBs) to expand the universe of investors who are eligible...more

Eversheds Sutherland (US) LLP

On track with the SEC - staff proposes rules on streamlining private exemptions

On March 4, 2020, the Securities and Exchange Commission (the SEC) issued a proposed rule (the “Proposed Rule”) on ways to “simplify, harmonize, and improve certain aspects of the exempt offering framework to promote capital...more

Dorsey & Whitney LLP

New SEC Proposed Amendments Seek to Improve and Harmonize Private Offering Exemptions

Dorsey & Whitney LLP on

On March 4, 2020, the Securities and Exchange Commission (the “Commission”) proposed amendments to the private offering exemptive framework under the Securities Act of 1933, as amended (the “Securities Act”) to “simplify,...more

Farrell Fritz, P.C.

Proposed Expansion of “Accredited Investor” Definition Would Benefit Issuers and Investors

Farrell Fritz, P.C. on

The Securities and Exchange Commission is proposing to expand the definition of “accredited investor” to include additional entities that could bear the economic risks of investment and certain financially sophisticated...more

Whitman Legal Solutions, LLC

Rule 506(b) Offerings Continue to Dominate Small Business and Real Estate Equity Offerings

Most start-up businesses and real estate funds are in the same position as professional violinists–they don’t have sufficient capital to finance their business plans or real estate acquisitions. They may have access to some...more

White & Case LLP

SEC: Time to revamp securities offering exemptions

White & Case LLP on

SEC is seeking public comments in its concept release in an effort to simplify, harmonize and improve the existing exempt offering framework. On June 18, 2019, the Securities and Exchange Commission (the “SEC” or the...more

Mayer Brown Free Writings + Perspectives

SEC Issues Concept Release on Harmonization of Securities Offering Exemptions

On June 18, 2019, the US Securities and Exchange Commission (SEC) issued a concept release soliciting “comment on possible ways to simplify, harmonize, and improve the exempt offering framework to promote capital formation...more

Farrell Fritz, P.C.

“Three’s A Charm”: House Adopts JOBS Act 3.0 To Fix Earlier Capital Raising Reform Efforts

Farrell Fritz, P.C. on

t’s not often that the House of Representatives votes nearly unanimously on anything noteworthy these days, but that’s exactly what the House did on July 17 in voting 406-4 for the “JOBS and Investor Confidence Act of...more

Morrison & Foerster LLP - JOBS Act

Access to Capital and Liquidity

The SEC’s Division of Economic and Risk Analysis (DERA) recently produced a Report to Congress regarding the impacts of the Dodd-Frank Act on access to capital for consumers, investors, and businesses, and market liquidity. ...more

Morrison & Foerster LLP - JOBS Act

Wish Lists

Many groups have come forward in recent weeks with their lists of regulations that should be reviewed or amended, as well as their list of areas that merit close review in light of the potential burdens that may be imposed by...more

Womble Bond Dickinson

NCUA Requests Public Comment on Use of Alternative Capital for Credit Unions

Womble Bond Dickinson on

The National Credit Union Administration (“NCUA”) has issued an Advanced Notice of Proposed Rulemaking (the “Rulemaking”) addressing the use of alternative capital for federally insured credit unions (“FICUs”)....more

Skadden, Arps, Slate, Meagher & Flom LLP

"The JOBS Act: Did It Accomplish Its Goals?"

In the wake of the 2008 financial crisis, Congress created the Jumpstart Our Business Startups Act (JOBS Act) to encourage capital formation in order to grow businesses, create jobs and spur economic activity. Congress and...more

Morrison & Foerster LLP - JOBS Act

Financial Services Committee Approves Bills Relating to Capital Formation

The House Financial Services Committee held a markup session on June 15, 2016 to discuss a number of bills, including many relating to capital formation and the lessening of regulatory burdens for smaller reporting companies....more

Morrison & Foerster LLP - JOBS Act

Capital Formation Legislative Update

On March 22, 2016, Congressman French Hill introduced a bill, HR 4831, that would amend the 100-holder restriction on S corporations in the limited case of shares acquired through crowdfunded offerings or Regulation A...more

Morrison & Foerster LLP

SEC Proposes Rule Changes to Pave the Way for Intrastate and Regional Offerings

At the same time the Securities and Exchange Commission (the “SEC”) adopted rules implementing Regulation Crowdfunding pursuant to Title III of the Jumpstart Our Business Startups Act (the “JOBS Act”), the agency proposed...more

Katten Muchin Rosenman LLP

SEC Advisory Committee on Small and Emerging Companies Makes Recommendations

On September 23, the Securities and Exchange Commission Advisory Committee on Small and Emerging Companies (Advisory Committee) met to discuss, and submit to the SEC, recommendations regarding (1) public company disclosure...more

Sands Anderson PC

Crowdfunding and Real Estate Development

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The real estate development market continues to open up to crowdfunding, and the changes to capital raising for real estate projects could be significant if only a small portion of the potential of these new methods take...more

Sands Anderson PC

New Era in Private Capital Raising – Opening Up General Solicitation and General Advertising

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The next few years may be the largest watershed event in opening up private equity capital since the 1980s when Regulation D was first published by the Securities and Exchange Commission (“SEC”). By allowing general...more

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