Cybersecurity in the investment management industry
The 2012 JOBS Act permitted Emerging Growth Companies to initiate the IPO process by submitting their IPO registration statements confidentially to the SEC for nonpublic review by the SEC staff. The confidential process was...more
Corp Fin has posted an announcement regarding its plans in the event of a federal government shutdown. The announcement indicates that its activities would be “extremely limited.” (At a hearing yesterday before the House...more
Last week, the SEC issued a number of new CDIs related primarily to M&A transactions, including Forms 8-K, communications under Rule 14a-12, and, in the context of de-SPAC transactions, the Rule 14e-5 prohibition of purchases...more
Corp Fin has made it official—no more courtesy copies. Even with EDGAR filings, firms often provide “courtesy copies” of registration statements, marked copies of amendments and other materials to the Corp Fin staff to...more
Corp Fin has amended Disclosure Guidance Topic No. 7, Confidential Treatment Applications Submitted Pursuant to Rules 406 and 24b-2, to modify the alternatives available for companies with confidential treatment orders that...more
Corp Fin has issued an announcement regarding Corp Fin’s operating status, in light of the impact of the coronavirus. Not to worry—Corp Fin is still open and operating, but many Corp Fin staff members are “teleworking.”...more
Corp Fin has announced a “realignment” of its disclosure program “to promote collaboration, transparency and efficiency,” effective yesterday. As part of the new realignment, companies have been reassigned to one of seven new...more
Corp Fin has posted some new CDIs on Inline XBRL summarized below: Question 101.01 In the Exhibit Index, Interactive Data Files required under Rule 405 of Reg S-T should be identified as exhibit 101 and any Cover Page...more
Happy holidays and happy new year everyone! Here’s the latest from the SEC: - In the event of a federal government shutdown, the SEC will follow the agency’s plan, which contemplates focusing on “market integrity and...more
Corp Fin announced yesterday that it plans to continue to enhance the transparency of staff actions by posting on EDGAR in issuers’ filing histories a range of documents relating to staff actions....more
Corp Fin has announced that it intends to begin to publicly release on EDGAR “bedbug” letters—letters issued by Corp Fin to advise the issuer that its registration statement or other offering document is so deficient that...more
As you probably read in the papers, SEC Chair Jay Clayton announced yesterday that, in 2016, the SEC’s EDGAR system was hacked and, in August 2017, the staff determined that the hack may have led to insider trading. The...more
On June 29, Corp Fin announced that it was extending the process for confidential submission of draft registration statements, currently available only for IPOs of emerging growth companies, to IPOs of companies that are not...more
On June 29, 2017, the Securities and Exchange Commission (the “SEC”) announced that the Division of Corporation Finance (the “Division”) will permit all companies to submit draft registration statements relating to initial...more
Corp Fin has just issued a welcome new CDI under the Proxy Rules and Schedule 14A. As you know, under Exchange Act Rule 14a-3(c) and Rule 14c-3(b), companies must mail to the SEC, “solely for its information,” seven copies of...more