News & Analysis as of

Cease and Desist Securities and Exchange Commission (SEC)

Seward & Kissel LLP

SEC Brings Charges for Failure to File Form D Notice in Connection with Exempt Securities Offerings under Regulation D

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On December 20, 2024, the Securities and Exchange Commission (“SEC”) announced charges against two private companies and a registered investment advisor for failure to file a Form D in connection with exempt offerings under...more

Freiberger Haber LLP

Enforcement News: Broker-Dealers Settle Charges for Filing Deficient SARs

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The Bank Secrecy Act (“BSA”) and implementing regulations promulgated by the U.S. Treasury Department’s Financial Crimes Enforcement Network (“FinCEN”) require that broker-dealers file a suspicious activity report (SAR”) with...more

BCLP

Artificial Intelligence Stays in the SEC's Cross-Hairs

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As news stories about AI have surged, so have enforcement actions by the SEC alleging fraudulent statements about AI capabilities....more

BCLP

Recent SEC Enforcement Action Integrating Affiliated Advisers

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A recent Securities and Exchange Commission (“SEC”) settled enforcement action serves as an excellent reminder of the risk of operational integration to firms that operate multiple advisory entities, especially where one of...more

BCLP

SEC Penalizes Company for "Unsupported Hype"

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The SEC announced settled charges against Zymergen Inc. in connection with its IPO based on misleading statements about its market potential, revenue prospects and customer pipeline. After raising $530 million in the 2021...more

WilmerHale

SEC Takes Action Against Keurig for Allegedly Incomplete Disclosures Regarding Recyclability of K-Cups

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While the Securities and Exchange Commission’s (SEC) new climate-related disclosure rules remain stayed, the SEC has not abandoned its focus on sustainability-related issues. On September 10, 2024, the SEC charged Keurig Dr...more

BCLP

ICAHN Settles With SEC for Failures to Disclose Key Details of Margin Loan Stock Pledges - Teaching Moment for Directors and...

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On August, 19, 2024, the SEC announced settled charges against Carl C. Icahn and his publicly traded company, Icahn Enterprises L.P. (IEP), for failing to disclose information relating to Icahn’s pledges of IEP securities –...more

Orrick, Herrington & Sutcliffe LLP

SEC charges communications company with accounting control failure

On June 18, the SEC issued a cease-and-desist order (order) against a Delaware-based business communication and marketing service provider (respondent) to settle allegations of cybersecurity controls violations related to a...more

K&L Gates LLP

SEC Enforcement Targets Anti-Whistleblower Practices in Financial Firm's Release Agreements With Retail Clients

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As the year gets underway, the Securities and Exchange Commission (SEC or Commission) is continuing its ongoing enforcement efforts to target anti-whistleblower practices by pursuing a broader range of entities and...more

WilmerHale

SEC Enforcement Reminds Filers that Beneficial Ownership Reporting Obligations Are Not Optional

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On September 27, 2023, the Securities and Exchange Commission’s Division of Enforcement announced settled charges against five publicly-traded companies and six individuals for failures to timely report information about the...more

Latham & Watkins LLP

SEC Targets NFTs as Securities for the First Time

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In its first enforcement action involving NFTs, the SEC focused on issuer marketing that promised outsized returns on investment and platform building. On August 28, 2023, the Securities and Exchange Commission (SEC) issued a...more

BCLP

SEC penalizes company with good disclosures for insufficient controls

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What happened? In a recent settlement order, the SEC charged Activision Blizzard with failing to maintain adequate disclosure controls and procedures. Notably, the SEC did not claim that the company’s SEC filings were...more

Kramer Levin Naftalis & Frankel LLP

SEC Charges Investment Adviser for Failing to Adequately Disclose ESG Investment Policies and Procedures

On Nov. 22, 2022, the Securities and Exchange Commission (SEC) charged an investment adviser subsidiary of a major U.S. financial institution with violations of Section 206(4) of the Investment Advisers Act of 1940 (Advisers...more

Faegre Drinker Biddle & Reath LLP

16 “At One Blow” – The SEC Sanctions for Recordkeeping Failures

On September 27, 2022, the SEC announced that it had sanctioned 15 Broker-Dealers and one affiliated RIA for widespread recordkeeping violations of Section 17(a)(1) of the Exchange Act and Rule 17a-4(b)(4) thereunder...more

Goodwin

SEC Sues and Settles Claim Against Investment Adviser Representative For “Cherry-Picking Scheme” After Entry of Cease and Desist...

Goodwin on

​​​​​​​On September 13, 2022, the U.S. Securities and Exchange Commission (“SEC”) announced a settlement with investment advisory firm Buckman Advisory Group LLC (“Buckman Advisory”) and its CEO Harry Buckman Jr. to settle...more

Goodwin

The Federal Deposit Insurance Corporation (FDIC) Issued Guidance Regarding FDIC Insurance and Crypto Assets - August 2022 #2

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FDIC Takes Action Against False or Misleading Crypto-Related Representations - On August 19, the FDIC issued letters (the Letters) to five companies demanding that they cease and desist from making false and misleading...more

Husch Blackwell LLP

BlockFi Hit with $100 Million in Penalties, Must Register Interest-Bearing Crypto Accounts with SEC

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Legal and business professionals in the cryptocurrency industry have long asked when the Securities and Exchange Commission would provide guidance on the interest-bearing crypto accounts offered by BlockFi, Gemini, Celsius,...more

Goodwin

A Win for Deal Certainty, Delaware Court of Chancery Orders Closing of Cake Supplier Acquisition

Goodwin on

A Win for Deal Certainty, Delaware Court of Chancery Orders Closing of Cake Supplier Acquisition; Under Armour to Pay $9M to Settle SEC Charges Involving Disclosure Failures; First Circuit Upholds Decision Applying Federal...more

Thomas Fox - Compliance Evangelist

Westport Fuel Systems – Control Fraud at Its Finest

Today, I conclude my short exploration of the recent spate of Foreign Corrupt Practices Act (FCPA) enforcement actions brought by the Securities and Exchange Commission (SEC) at the close of its fiscal year. Each FCPA...more

Bass, Berry & Sims PLC

Recent SEC Enforcement Action Drives Home the Importance of Regulation FD Policies and Training

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On August 20th, 2019, the SEC charged TherapeuticsMD Inc., a pharmaceutical company headquartered in Boca Raton, Florida, with violations of Regulation FD based on its sharing of material, nonpublic information with sell-side...more

Latham & Watkins LLP

SEC Charges “ICO Superstore” as Unregistered Broker-Dealer

Latham & Watkins LLP on

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

Bass, Berry & Sims PLC

Recent SEC Enforcement Action Reminds Companies that Perquisite Disclosure Does Not Hinge on Business Purpose

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On July 2, the SEC announced that The Dow Chemical Company agreed to settle charges related to the company’s inadequate perquisites disclosure in SEC filings by paying a civil penalty in the amount of $1.75 million, hiring an...more

Holland & Hart LLP

SEC Issues First Ever Enforcement Action For Failure to Disclose a Data Breach, Obtaining $35 Million Penalty

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The U.S. Securities and Exchange Commission announced on April 24, 2018 that Yahoo! (now known as Altaba, Inc.) agreed to pay a $35 million civil penalty to resolve claims that it failed to appropriately and timely disclose...more

Fenwick & West LLP

Yahoo’s $35M SEC Settlement: Takeaways from the First Enforcement Action for Failure to Disclose a Data Breach

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The U.S. Securities and Exchange Commission announced on April 24, 2018, that Yahoo! — now known as Altaba — agreed to pay a $35 million penalty to settle claims that the company failed to timely disclose a 2014 data breach...more

Proskauer - The Capital Commitment

SEC Settles with Private Equity Fund Adviser over Alleged Conflicts of Interest

As a sign that the SEC is continuing to actively pursue private equity fund advisers, on April 24, 2018, the SEC announced a settlement with private equity fund adviser WCAS Management Corporation (WCAS) related to...more

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