News & Analysis as of

Disclosure Requirements Securities Act

Stikeman Elliott LLP

Selective Disclosure in the “Necessary Course of Business”: New Guidance from Ontario’s Capital Markets Tribunal

Stikeman Elliott LLP on

In Kraft (Re), 2023 ONCMT 36 (“Kraft”), a recent decision of Ontario’s Capital Markets Tribunal (the “Tribunal”), the panel considered the meaning of the “necessary course of business” (“NCOB”) exception to the general...more

Fox Rothschild LLP

Deep Dive: Governance Disclosures Under the SEC’s Proposed Climate-Related Disclosure Rule

Fox Rothschild LLP on

Following up on our previous alerts looking at the Securities and Exchange Commission’s proposed rule for the “Enhancement and Standardization of Climate-Related Disclosures for Investors” (the Proposed Rule) and its GHG...more

Bracewell LLP

SEC Brings First Major ESG Enforcement Action

Bracewell LLP on

More than a year after creating its Climate and ESG Task Force in March 2021, the Securities and Exchange Commission’s ESG-related enforcement goals are finally being realized. The SEC recently brought a fraud action against...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Staff Issues CF Disclosure Guidance on Confidential Treatment Requests

In December 2019, the Division of Corporation Finance (Staff) of the U.S. Securities and Exchange Commission issued new "CF Disclosure Guidance: Topic No. 7" (Guidance) regarding confidential treatment requests pursuant to...more

Mayer Brown Free Writings + Perspectives

Business Development Company Guide for Capital Markets

This guide covers all related information that a securities practitioner needs when working with a Business Development Company (BDC). It provides an overview of the industry and covers applicable securities laws and...more

Mayer Brown Free Writings + Perspectives

Legal Update: A Year to Remember for BDCs

With 2018 now in the rearview mirror, we summarize several of the encouraging regulatory developments for business development companies (“BDCs”) that occurred during 2018. ...more

A&O Shearman

Private Company Fined for Failure to Comply with Rule 701 in Option Exercises

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On March 12, 2018, the United States Securities & Exchange Commission (the “SEC”) fined a late-stage private company $160,000 as a result of its failure to comply with the enhanced disclosure requirements of Rule 701 in...more

Morrison & Foerster LLP - JOBS Act

SEC Division of Corporation Finance Update

At the American Bar Association’s Fall Meeting, Keith Higgins, Director of the SEC’s Division of Corporation Finance (the “Division”), gave his last “Dialogue with the Director” given the upcoming change in administration. ...more

Proskauer - The Capital Commitment

Putting a Premium on Illiquidity: Some Reflections on the SEC’s Scrutiny of Valuation Practices and Disclosures

Valuation is typically near the top of the list when the SEC’s enforcement division and exam staff disclose their priority topics for private funds.  We expect that trend to continue and, if anything, the focus on valuation...more

Adler Pollock & Sheehan P.C.

SEC Finally Adopts Federal Crowdfunding Rules: All That Glitters May Not Be Gold

On October 30, 2015, the Securities and Exchange Commission (“SEC”), by a 3-1 vote, adopted the long-anticipated final rules permitting federal crowdfunding (“Title III Crowdfunding”), providing a potentially attractive...more

Ballard Spahr LLP

Investment Management Update - October 2015

Ballard Spahr LLP on

Below is a summary of recent investment management developments that affect registered investment companies, private equity funds, hedge funds, investment advisers, and others in the investment management industry. Schwab...more

Perkins Coie

Dodd-Frank Executive Compensation Update: SEC Adopts CEO Pay Ratio Disclosure Rules

Perkins Coie on

The Securities and Exchange Commission (SEC) recently adopted final rules implementing one of the last four remaining executive compensation requirements under the Dodd-Frank Wall Street Reform and Consumer Protection Act. ...more

Orrick - Finance 20/20

SEC Updates Compliance and Disclosure Interpretations for Legacy Deals

Orrick - Finance 20/20 on

On September 16, the SEC released its updated compliance and disclosure interpretations for the rules adopted under Regulation AB, the Securities Act and the Exchange Act. Among others, the updated interpretation clarified...more

Burr & Forman

DC Circuit Tosses Republican’s Challenge to Adviser Pay-to-Play Rule

Burr & Forman on

The District of Columbia Circuit Court of Appeals Tuesday rejected a challenge to the SEC’s investment-adviser pay-to-play rule, holding that two state Republican Party organizations filed it almost four years too late....more

Stinson - Corporate & Securities Law Blog

SEC Adopts Final Pay Ratio Rule – A Comprehensive Summary

The SEC has adopted a final “pay ratio” rule required by Section 953(b) of the Dodd-Frank Act. In general, the “pay ratio” rule requires public companies to disclose the median of the annual total compensation of all...more

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