News & Analysis as of

Securities Act of 1933 › Amended Rules

The Securities Act of 1933 is a United States federal statute enacted in response to the stock market crash of 1929 and the ensuing Great Depression. The Act has two primary purposes: 1) to give investors better... more +
The Securities Act of 1933 is a United States federal statute enacted in response to the stock market crash of 1929 and the ensuing Great Depression. The Act has two primary purposes: 1) to give investors better access to material information prior to investing 2) ensure that transactions are not based on fraud. In order to effectuate its dual goals, the Act requires that any offer or sale of securities is registered with the SEC. less -
Dorsey & Whitney LLP

The First Criminal Rule 10b-5-1 Case

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The Commission created Rule 10b5-1 plans two decades ago. The rule essentially creates a safe haven for those who in good faith trade securities and are not in possession of inside information....more

Womble Bond Dickinson

SEC Proposes to Ease Restrictions on Compensatory Offerings to Employees, “Platform Workers” and Other Service Providers

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Last week, the Securities and Exchange Commission (the “SEC”) proposed amendments that would ease restrictions on compensatory securities offerings to employees and other service providers under Rule 701 and Form S-8, both...more

Ballard Spahr LLP

SEC Rule Amendments Aim to Improve Exempt Offering Framework

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Summary - Recent Securities and Exchange Commission rule amendments for exempt offerings are intended to harmonize registration exemptions to eliminate complexity and facilitate access to capital and investment—while...more

Skadden, Arps, Slate, Meagher & Flom LLP

Impact of Rule 14a-8 Amendments on Closed-End Funds

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On September 23, 2020, the Securities and Exchange Commission (SEC) adopted amendments to the procedural requirements and resubmission thresholds relating to shareholder proposals submitted for inclusion in fund proxy...more

Hinshaw & Culbertson LLP

SEC Updates Definition of Accredited Investor to Facilitate More Participation in Private Offerings

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For the first time since 2011, the Securities and Exchange Commission (SEC) has amended the definition of "accredited investors" under Rule 501(a) of Regulation D, promulgated under the Securities Act of 1933, as amended....more

Dorsey & Whitney LLP

SEC Updates Accredited Investor and Qualified Institutional Investor Definitions

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On August 26, 2020, the Securities and Exchange Commission (the “Commission”) adopted amendments to update the definition of “accredited investor” in the Commission’s rules governing certain kinds of private securities...more

Eversheds Sutherland (US) LLP

Expansion of the pool of accredited investors 

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On August 26, 2020, the US Securities and Exchange Commission (the SEC) adopted amendments to Rule 215 and Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (the Securities Act), which...more

Perkins Coie

SEC Adopts Amendments to Expand Accredited Investor Definition

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The U.S. Securities and Exchange Commission adopted amendments on August 26, 2020, to update the definition of “accredited investor” in Rule 501(a) of the Securities Act of 1933. The amendments will allow more investors to...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Expands Accredited Investor Definition To Allow More Participation in Private Offerings

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On August 26, 2020, the Securities and Exchange Commission (SEC) adopted amendments to expand the definition of “accredited investor” in Rule 215 and Rule 501(a) of Regulation D promulgated under the Securities Act of 1933,...more

Dechert LLP

SEC Adopts Rules to Relax Registration, Communications and Offering Requirements for Business Development Companies and Registered...

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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

Skadden, Arps, Slate, Meagher & Flom LLP

A Guide to Redacting Commercially Sensitive Information From Exhibits Filed With the SEC

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Rules requiring material agreements to be filed as exhibits to reports and registration statements with the Securities and Exchange Commission (SEC) were amended to permit the redaction of immaterial and commercially...more

Vedder Price

Investment Services Regulatory Update - July 2018

Vedder Price on

New Rules, Proposed Rules, Guidance and Alerts - PROPOSED RULES - SEC Proposes New Rule to Permit Certain ETFs to Operate Without an Exemptive Order - On June 28, 2018, the SEC issued a proposed new rule under the...more

Harris Beach PLLC

SEC Amendment to Rule 701 May Expand the Use of Equity Compensation by Private Companies

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The Congressionally-mandated amendment aims to ease the disclosure burdens of private companies that grant compensatory stock to employees. Grants of securities to employees, including stock options, restricted stock and...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Eases Disclosure Threshold Under Rule 701

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On July 18, 2018, the Securities and Exchange Commission (SEC) amended Rule 701(e) of the Securities Act of 1933 (Securities Act), as mandated by the Economic Growth, Regulatory Relief, and Consumer Protection Act. The...more

Dechert LLP

Small Business Credit Availability Act: Increasing Capital and Flexibility for Business Development Companies

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Highlights - On March 23, 2018, President Trump signed the Small Business Credit Availability Act (the Act), which aims to increase the availability of funding to small to mid-sized private U.S. companies and startups by...more

Morrison & Foerster LLP - JOBS Act

JOBS Act Related Technical Amendments

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The Securities and Exchange Commission (the “SEC”) adopted technical amendments to conform several rules and forms to amendments made to the Securities Act of 1933 (“Securities Act”) and the Securities Exchange Act of 1934...more

Morrison & Foerster LLP - JOBS Act

Effectiveness Dates Set for Amended Rule 147, New Rule 147A, Amended Rule 504 and Repeal of Rule 505

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On October 26, 2016, the SEC adopted final rules (1) amending Rule 147 and Rule 504 under the Securities Act of 1933, as amended (the “Securities Act”), (2) establishing a new Securities Act exemption designated Rule 147A,...more

Baker Donelson

Small Business Securities Bulletin: 505 Is Not Alive: SEC Adopts New and Amended Rules Governing Intrastate and Small Offerings

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As we have discussed in prior Bulletins, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state securities laws, any offer and sale of a security must be registered with the Securities and Exchange...more

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