News & Analysis as of

Dodd-Frank Wall Street Reform and Consumer Protection Act › Rule 506 Offerings › Rule 144A

The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and... more +
The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and includes broad reforms related to many aspects of the financial and banking industry. Notable sections of the Act include stricter regulations of the derivatives market, as well as the Volcker Rule, which restricts the trading practices of FDIC-insured institutions.    less -
Mayer Brown Free Writings + Perspectives

CPO and CTA Rule Proposals

Mayer Brown Free Writings + Perspectives on

Earlier this month, the Commodity Futures Trading Commission proposed rules that would codify certain relief provided to commodity pool operators and commodity trading advisors in the post Dodd-Frank Act years....more

Dechert LLP

Financial Services Quarterly Report - Third Quarter 2013: U.S. Private Offerings: SEC Approves JOBS Act Requirement to Permit...

Dechert LLP on

The SEC has amended1 Rule 506 of Regulation D and Rule 144A under the Securities Act of 1933 (“Securities Act”) to (1) permit, in certain circumstances, an issuer to engage in general solicitation and general advertising in...more

BakerHostetler

Amended Rule 506 - Lifting the Ban on General Solicitation

BakerHostetler on

At its July open meeting, the Securities Exchange Commission (SEC) approved a rule proposal to amend Rule 506 of Regulation D and Rule 144A under the Securities Act of 1933 (the Securities Act)....more

Chambliss, Bahner & Stophel, P.C.

Update! New JOBS Act Regulations

Chambliss, Bahner & Stophel, P.C. on

Several of our discussions have mentioned the SEC’s delay in adopting final implementing regulations under the JOBS Act of 2012, however, on September 23, 2013 a few new JOBS Act regulations will become effective to implement...more

Partridge Snow & Hahn LLP

SEC Lifts Ban on General Solicitation for Certain Private Offerings

Partridge Snow & Hahn LLP on

Background - On April 5, 2012, President Obama signed the Jumpstart Our Business Startups Act (the “JOBS Act”) into law. The JOBS Act is intended to “increase American job creation and economic growth by improving...more

Allen Matkins

All The World’s A Stage, But The SEC Isn’t Allowing All Actors To Play Upon It

Allen Matkins on

Every Rule Must Play It’s Part, But This Part Is A Sad One - There is much to dislike in the SEC’s recent “bad actor” rule amendments. While Congress conceived the idea of disqualifying bad actors (Section 926 of the...more

Fenwick & West LLP

Corporate and Securities Alert: SEC Clears Way for General Solicitation in Private Securities Offerings

Fenwick & West LLP on

New regulations approved by the Securities and Exchange Commission (SEC) in July 2013 give companies greater freedom to communicate with potential investors in certain private securities offerings, creating both new...more

Skadden, Arps, Slate, Meagher & Flom LLP

Shout It From the Rooftops! SEC Removes Ban on General Solicitation and Advertising for Certain Private Placements

Skadden, Arps, Slate, Meagher & Flom LLP on

On July 10, 2013, the Securities and Exchange Commission (SEC) eliminated the restriction on general solicitation and general advertising in certain private placements, providing increased flexibility for marketing and other...more

Bilzin Sumberg

Effective Compliance Programs Crucial For Companies In New Era Of Capital Raising

Bilzin Sumberg on

With general solicitation rules becoming effective on September 23, 2013, it has never been more important for companies to implement effective compliance programs when raising capital in private placement offerings. ...more

Troutman Pepper

Practical Considerations For A Rule 506(c) General Solicitation

Troutman Pepper on

So you want to jump into the fray and take advantage of the new opportunities created by the JOBS Act’s elimination of the ban on general advertising of private placements?...more

Smith Anderson

New Rules May Revolutionize Private Placements: Five Steps You Can Take NOW to be Prepared

Smith Anderson on

The Securities and Exchange Commission (“SEC”) recently took action to implement certain provisions of the Jumpstart Our Business Startups Act (“JOBS Act”) and the Dodd-Frank Wall Street Reform and Consumer Protection Act...more

Mintz

The New Rule 506: a Useful Crowdsourcing Tool

Mintz on

When the JOBS Act was passed in the spring of 2012, all the “buzz” was about the imminent advent of “Crowdfunding.” But as legal practitioners, business persons, and pundits looked closer at the details under the Crowdfunding...more

Polsinelli

SEC Adopts Rule Defining "Bad Actors" Disqualified From Using Rule 506 Of Regulation D To Raise Capital

Polsinelli on

In This Issue: - Covered Persons - Disqualifying Events - The Pre-Effectiveness Event Exclusion - Waivers and Exclusions - Ramifications of Rule 506 Disqualification - Excerpt from Covered...more

Cohen & Gresser LLP

Opportunities and Pitfalls of the New Offering Rules

Cohen & Gresser LLP on

On July 10, 2013, the SEC substantially changed the rules for conducting unregistered offerings in reliance on Rule 506 of Regulation D by: - Lifting the ban on general solicitation and advertising in offerings where...more

Sheppard Mullin Richter & Hampton LLP

EB-5 Issuers May Commence General Solicitation for Rule 506 Offerings on September 23, 2013

Sheppard Mullin Richter & Hampton LLP on

The final rules for eliminating the prohibition against general solicitation and general advertising in Rule 506 offerings will become effective on September 23, 2013, which is 60 days after the July 24, 2013 date they were...more

Patterson Belknap Webb & Tyler LLP

SEC Adopts JOBS Act Private Placement Provisions: Lifts Ban on General Solicitation and Advertising in Private Placements

Patterson Belknap Webb & Tyler LLP on

On July 10, 2013, the Securities and Exchange Commission (“SEC”) approved by a vote of 4-1 final rules that eliminate the prohibition against general solicitation and advertising in certain private offerings of securities. ...more

Dechert LLP

SEC Approves Final Rules that (1) Permit General Solicitation and General Advertising in Rule 506 and Rule 144A Offerings and (2)...

Dechert LLP on

The SEC has amended Rule 506 of Regulation D and Rule 144A under the Securities Act of 1933 (Securities Act) to (1) permit, in certain circumstances, an issuer to engage in general solicitation and general advertising in...more

Stinson - Corporate & Securities Law Blog

Law Firm Verification Of Accredited Investor Status

Stinson - Corporate & Securities Law Blog on

The SEC suggests in its final rules eliminating the ban on general solicitation that law firms may be in a position to verify accredited investor status for issuers conducting Rule 506(c) offerings. ...more

Morrison & Foerster LLP - JOBS Act

FINRA Cracks Down on Private Placements

Morrison & Foerster LLP - JOBS Act on

Earlier this year, FINRA announced that the policing of private placements would be its regulatory priority for 2013. However, FINRA enforcement actions relating to private placements have been dramatically increasing since...more

Orrick - Finance 20/20

SEC Lifts Ban on General Solicitation, Adopts “Bad Actor” Disqualification Rules and Proposes Amendments to Form D Filings

Orrick - Finance 20/20 on

On April 5, 2012, the Jumpstart Our Business Startups Act (the JOBS Act) was enacted....more

Morrison & Foerster LLP

Private Offerings: Questions that Might Frequently be Asked Sometime Soon

Morrison & Foerster LLP on

Although the SEC’s final rule relaxing the ban on general solicitation in certain Rule 506 offerings and Rule 144A offerings was highly anticipated, the final rule leaves open or raises a number of interesting questions. ...more

Pierce Atwood LLP

New SEC Rule 506(c) - Accredited Investor Verification Requirements

Pierce Atwood LLP on

We recently published a Business Alert regarding the SEC’s adoption of the final rule to lift the ban on general solicitation and advertising in Rule 506 offerings to accredited investors....more

Foley Hoag LLP

SEC Removes Ban on General Solicitation in Rule 506 and Rule 144A, But Problems Remain

Foley Hoag LLP on

New Rule 506(c) Permits General Solicitation Under Regulation D - The Securities Exchange Commission has adopted final rules to remove the prohibition on general advertising and solicitation in securities offerings...more

Dickinson Wright

SEC Adopts Long-Awaited Final Rule Removing Ban On General Solicitation In Rule 506 Private Offerings

Dickinson Wright on

On July 10, 2013, the SEC adopted a “game changing” new final rule that lifts an 80-year-old ban on general solicitation and advertising for certain private securities offerings. Previously, investors conducting private...more

Orrick, Herrington & Sutcliffe LLP

SEC Lifts Ban On General Solicitation, Adopts “Bad Actor” Disqualification Rules And Proposes Amendments To Form D Filings

Orrick, Herrington & Sutcliffe LLP on

On April 5, 2012, the Jumpstart Our Business Startups Act (the "JOBS Act") was enacted. The stated objective for the JOBS Act is to improve access to the public capital markets for startup and emerging companies and thus...more

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