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General Solicitation › Securities Regulation

General Solicitation typically refers to the soliciting of investors to purchase securities. Prior to the passage of the JOBS Act in 2012, general solicitation was banned in connection with privately offered... more +
General Solicitation typically refers to the soliciting of investors to purchase securities. Prior to the passage of the JOBS Act in 2012, general solicitation was banned in connection with privately offered unregistered securities. Issuers were only permitted to offer such securities to investors with whom they had a pre-existing substantive relationship. Section 201(a) of the JOBS Act lifted the ban on general solicitation, but only with respect to accredited investors.  less -
Mayer Brown Free Writings + Perspectives

House Passes Expanding Access to Capital Act

Mayer Brown Free Writings + Perspectives on

On March 8, 2024, the House of Representatives passed the Expanding Access to Capital Act, H.R. 2799, which we had previously posted on the blog. ...more

Wyrick Robbins Yates & Ponton LLP

SEC Adopts Amendments to Expand the Communications Exemption for “Demo Days” and General Solicitations of Interest

Wyrick Robbins Yates & Ponton LLP on

Effective as of March 2021, the Securities and Exchange Commission (“SEC”) adopted several amendments “to facilitate capital formation and increase opportunities for investors by expanding access to capital for small and...more

Farrell Fritz, P.C.

Issuers May “Test-the-Waters” Before Choosing a Securities Exemption

Farrell Fritz, P.C. on

Perhaps the most vexing threshold issue faced by any company considering a capital raise is which securities exemption to pursue.  The chosen exemption largely depends on the targeted amount of the raise, as well as the...more

Farrell Fritz, P.C.

Why Private Capital and Crowdfunding Markets Should be Nervous about President Biden’s Regulatory Freeze

Farrell Fritz, P.C. on

A freeze on government regulation is generally perceived by most people as being a positive development for private enterprise.  Not necessarily so, however, when the regulation being frozen is itself a reform of preexisting...more

Stinson LLP

SEC Modernizes Investment Adviser Marketing and Solicitation Rules

Stinson LLP on

On December 22, 2020, the SEC created a new merged rule (Marketing Rule) that replaces two rules under the Advisers Act, rule 206(4)-1 (Marketing Rule), originally adopted in 1961, and rule 206(4)-3 (Solicitation Rule),...more

Morgan Lewis

The SEC’S New Marketing Rule: Key Takeaways for advisers

Morgan Lewis on

Investment advisers’ advertising and solicitation practices, and the media through which investment advisers communicate with clients and investors, have evolved considerably since the US Securities and Exchange Commission...more

Seyfarth Shaw LLP

SEC Modernizes Decades-Old Investor Marketing Rules to Address Evolution of Markets and Technology

Seyfarth Shaw LLP on

Seyfarth Synopsis: The Securities and Exchange Commission (“SEC”) adopted a new investor marketing rule to replace and modernize its current advertising and cash solicitation rules. Neither of these rules has been...more

Sullivan & Worcester

SEC Changes Rules to Improve Deal Flow for Private Companies and Investors

Sullivan & Worcester on

In a 3-2 vote held in November 2020, the SEC approved new rules and amendments to existing rules that are intended to harmonize, simplify and improve the private placement regime that start-ups and other issuers, small and...more

Eversheds Sutherland (US) LLP

On the right track: Securities & Exchange Commission adopts rules to streamline private offering exemptions

Eversheds Sutherland (US) LLP on

On November 2, 2020, the Securities and Exchange Commission (the SEC) voted to adopt final amendments (the Amendments) to “simplify, harmonize, and improve certain aspects of the exempt offering framework.” The Securities Act...more

Hinshaw & Culbertson LLP

SEC Adopts Exempt Offering Rule Changes That Increase Offering Limits and Harmonize Exempt Offerings

Hinshaw & Culbertson LLP on

The Securities and Exchange Commission (SEC) on November 2, 2020, adopted a set of amendments to simplify and improve the exempt offering framework. The amendments are designed to make it easier for issuers to access the...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Adopts Amendments To Exempt Offering Framework

Skadden, Arps, Slate, Meagher & Flom LLP on

The Securities and Exchange Commission (SEC) recently adopted final rules that significantly revise the exempt offering framework, expanding access to capital markets for both issuers and investors. Key changes include the...more

Proskauer Rose LLP

SEC Amends Rules to Facilitate Capital Raising in Private Offerings

Proskauer Rose LLP on

On November 2, 2020, the Securities and Exchange Commission adopted amendments to facilitate the use of private, or “exempt,” offerings. The changes will impact offerings structured pursuant to Section 4(a)(2), Regulation D...more

Farrell Fritz, P.C.

Proposed Expansion of “Accredited Investor” Definition Would Benefit Issuers and Investors

Farrell Fritz, P.C. on

The Securities and Exchange Commission is proposing to expand the definition of “accredited investor” to include additional entities that could bear the economic risks of investment and certain financially sophisticated...more

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