Nonprofit Quick Tip: State Filings in Virginia and West Virginia
REFRESH Steps for Launching a New Charitable Corporation
Nonprofit Quick Tip: State Filings in South Dakota and North Dakota
Nonprofit Quick Tip: State Filings in Wisconsin and Minnesota
Nonprofit Quick Tip: State Filings in Illinois and Indiana
Nonprofit Quick Tip: State Filings in Michigan and Ohio
RoboCop: Overview of Corporate Basics and Compliance Filings
Nonprofit Quick Tip: Corporate Filings in Washington, D.C.
Nonprofit Quick Tip: State Filings in Colorado and Wyoming
Expedited Review of IRS Applications for Recognition of Exempt Status
Nonprofit Quick Tip: State Filings in New Mexico and Utah
Back to Compliance: Reinstating Tax-Exempt Status for a Charity
Nonprofit Quick Tip: State Filings in Oklahoma and Texas
REFRESH: Loot and Private Foundation Rules – Part 2
Nonprofit Quick Tip: State Filings in Kentucky and Tennessee
Wiley's 10 Key Trade Developments: Outbound Investments and CFIUS Review
Nonprofit Quick Tip: State Filings in North Carolina and South Carolina
Nonprofit Quick Tip: State Filings in Florida and Louisiana
Nonprofit Quick Tip: State Filings in Rhode Island and New Hampshire
REFRESH Nonprofit Basics: Election Year Issues for Private Foundations and Public Charities - Private Foundation Advocacy
This legal update summarizes (a) the reporting requirements under Section 13(d), (f), (g) and (h) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are generally applicable to persons that own or...more
On January 14, 2025, the U.S. Securities and Exchange Commission (the “SEC”) sued Elon Musk over his 2022 acquisition of Twitter, Inc. stock and alleged failure to timely disclose a 5% ownership stake in Twitter, as required...more
Earlier this week, the Securities and Exchange Commission filed a civil complaint in the U.S. District Court for the District of Columbia. The complaint alleges that Mr. Musk in acquiring shares of Twitter failed to file a...more
On December 18, 2024, new requirements go into effect that mandate the use of the XML format for Schedules 13D and 13G filings with the US Securities and Exchange Commission (SEC). The XML reporting requirements represent the...more
Over the past year, the U.S. Securities and Exchange Commission (“SEC”) has intensified its focus on beneficial ownership reporting under Sections 13(d), 13(g) and 16(a) of the Securities Exchange Act of 1934 (“Exchange...more
In late September, the SEC announced a sweep of settled charges for late beneficial ownership and insider transaction filings, including over $3.8 million in penalties against individuals and companies. This sweep was similar...more
On October 10, 2023, the SEC adopted amendments to the rules governing beneficial ownership reporting on Schedules 13D and 13G. While compliance with the amendments to the rules governing beneficial ownership reporting on...more
On September 25, the Securities and Exchange Commission (SEC) announced that it had charged 23 entities and individuals for failure to timely file Schedules 13D and 13G reports and Forms 3, 4, and 5. The SEC also charged two...more
As we noted in prior client alerts (available here and here), in 2023 the Securities and Exchange Commission (SEC) adopted amendments to its beneficial ownership rules. The amended rules include accelerated filing deadlines...more
The Financial Crimes Enforcement Network of the Department of the Treasury (FinCEN) issued final regulations under the Corporate Transparency Act (CTA) which, effective January 1, 2024, require most companies (i.e.,...more
On October 10, 2023, the U.S. Securities and Exchange Commission (the “SEC”) adopted final rule amendments (the “Final Rules”) that implement various changes to the reporting and filing requirements under Regulation 13D-G...more
On October 10, 2023, the Securities and Exchange Commission (“SEC”) approved amendments to the Regulation 13D-G reporting regime for persons who beneficially own more than 5% of a class of securities (“5% Owners”) that is...more
The Securities and Exchange Commission has amended the rules governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934 (Exchange Act). Sections 13(d) and 13(g) of the...more
On Sept. 29, 2023, Southern District of New York Judge Andrew L. Carter issued a decision denying Elon Musk’s motion to dismiss a securities fraud class action brought against him. The gravamen of the claim was that Musk...more
The SEC has adopted amendments to the beneficial ownership rules under Sections 13(d) and 13(g) of the Securities and Exchange Act. When the amendments take effect, they will accelerate filing deadlines, incrementally clarify...more
On October 10, 2023, the SEC adopted amendments to the rules governing the reporting of beneficial ownership of securities under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934. The amendments accelerate the...more
[This post revises and updates my earlier post primarily to reflect the contents of the adopting release.] Last week, without an open meeting, the SEC adopted rule amendments governing beneficial ownership reporting...more
On October 10, 2023, the SEC adopted final amendments to Section 13(d) reporting obligations, including: ..Significantly accelerating filing deadlines ..Extending the filing cut-off from 5:30 pm ET to 10 pm ET ...more
Companies are beginning to look ahead to the upcoming 2023 proxy and annual reporting season, and there are a number of key issues to consider as preparations commence. This alert provides an overview of these issues and...more
In this issue, we cover regulatory developments impacting the investment management sector, including updates on closed-end fund activism; new SEC proposals; and the impact of Russia sanctions on disclosure obligations and...more
Elon Musk’s contentious relationship with the Securities and Exchange Commission is likely to become even more complicated as a result of Mr. Musk’s filings with the Commission to report his recent purchases of shares in...more
On February 10, 2022, the Securities and Exchange Commission (the "SEC") proposed amendments to Regulation 13D-G and Regulation S-T governing the reporting requirements of greater than 5% beneficial owners of shares of public...more
[This post revises and updates my earlier post primarily to reflect the contents of the proposing release.] - The SEC has proposed to amend the complex beneficial ownership reporting rules. In the press release...more
On February 10, 2022, the U.S. Securities and Exchange Commission (SEC) voted 3-1 to approve proposed changes to public company beneficial ownership reporting requirements. The SEC has long considered such changes to the...more
The proposed rules would: •Accelerate certain filing deadlines for Schedules 13D and 13G- •Expand the definition of “beneficial ownership” to capture cash-settled derivatives- •Alter the circumstances under which two...more