On September 20, 2023, the US Securities and Exchange Commission (the “SEC”) voted, by a 4-1 vote, to adopt certain amendments (the “final rule” or the “amendments”) to Rule 35d-1 (the “Names Rule”) under the Investment...more
The U.S. Supreme Court held that purchasers of shares sold to the public through a direct listing cannot sue under Section 11 of the Securities Act of 1933 unless they can trace their shares to an allegedly defective...more
On October 26, 2022, the Securities and Exchange Commission (SEC) adopted final rule and form amendments (Final Rule) that significantly alter the form and content of annual and semi-annual shareholder reports provided by...more
As many of our readers will have heard, the Canadian Securities Administrators (“CSA”) has announced the adoption of a new prospectus exemption for certain reporting issuers listed on a Canadian stock exchange (the...more
En los últimos años, un creciente número de fondos, asesores y compañías de inversión han incorporado factores ambientales, sociales y de gobierno corporativo (ASG) en sus estrategias y decisiones de inversión. Recientemente,...more
On May 25, the US Securities and Exchange Commission (SEC) proposed amendments to enhance and modernize Section 35(d) of the Investment Company Act, known as the “Names Rule,” to provide protection to investors.[1] In a press...more
On May 25, 2022, the Securities and Exchange Commission (SEC) proposed significant rule and form amendments under the Investment Company Act of 1940, as amended (1940 Act) and the Investment Advisers Act of 1940, as amended...more
On May 25, 2022, the U.S. Securities and Exchange Commission (the “SEC”) proposed a package of new rules to address and enhance investor disclosure practices, and related policies and procedures, regarding Environmental,...more
Effective Monday, January 31, 2022, the filing fee table exhibit requirements changed for many Securities Act and Exchange Act filings. For capital markets practitioners, it is important to now that all Rule 424 final...more
This practice note examines some of the issues most commonly raised in Securities and Exchange Commission (SEC) staff comment letters on registration statements filed for initial public offerings. It is intended to guide you,...more
This practice note identifies Brexit-related disclosures that offer detailed discussions of its effects, including how Brexit might impact the company, its employees, management, operations, and prospects. The company name,...more
This is our initial public offering guide. It will help you decide whether an IPO is the right move for your company and, if so, help you make sure your IPO goes off as quickly and as smoothly as possible, without any...more
In response to commonly asked questions, the SEC staff has released three FAQs related to amendments to the business description, legal proceedings and risk factor disclosure requirements in Regulation S-K Items 101, 103,...more
The SEC has proposed “comprehensive modifications to the mutual fund … disclosure framework,” as highlighted below. More detailed analysis of the proposal is also available in our legal alert. See “SEC Proposes Changes to...more
We are seeing a significant increase in cases where a qualified person (QP) or related engineering firm has prepared a technical report or other required disclosure for a mining company, but then resisted, or outright...more
On August 5, the SEC proposed what it called “comprehensive modifications to the mutual fund … disclosure framework.” ...more
In a substantial August 5, 2020, release (the Proposal), the U.S. Securities and Exchange Commission (SEC) proposed changes to the existing disclosure framework applicable to mutual funds and exchange-traded funds (open-end...more
In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates. ...more
The U.S. Securities and Exchange Commission on April 8, 2020 adopted a package of reforms to the securities registration, offering and communications requirements under the Securities Act of 1933 applicable to business...more
On April 8, 2020, the Securities and Exchange Commission (SEC) voted to adopt a series of rule and form amendments that are intended to modernize the registration, communication and offering processes for business development...more
As spring begins, and after many years of fertilizing and watering by industry representatives, the SEC has adopted comprehensive reforms to its disclosure requirements for variable annuities (VAs) and variable life insurance...more
In recent weeks, the U.S. Securities and Exchange Commission (SEC) and market participants have dealt with the current and potential impact of the novel coronavirus COVID-19 pandemic. To help market participants remain in...more
On March 11, 2020, the Securities and Exchange Commission (“SEC” or “Commission”) adopted a new prospectus disclosure framework, including new rules, rule amendments and registration statement form amendments, for...more
On March 13, 2020, the staff of the Securities and Exchange Commission (“SEC”) issued an exemptive order providing relief from certain provisions of the Investment Company Act of 1940, as amended (the “1940 Act”), to...more
As a result of the current and potential effects of COVID-19, the SEC has relaxed certain requirements of the Investment Company Act of 1940 and the Investment Advisers Act of 1940 and rules under the Acts....more