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Securities and Exchange Commission (SEC) Registration Requirement

Latham & Watkins LLP

SEC Staff Publishes Observations on Crypto Issuer Disclosures

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On April 10, 2025, the Securities and Exchange Commission’s (SEC’s) Division of Corporation Finance (the Staff) published a Statement on Offerings and Registrations of Securities in the Crypto Asset Markets (the Statement)....more

Falcon Rappaport & Berkman LLP

SEC’s New Staff Statement on Crypto Offerings and Registrations: What It Means for the Digital Asset Industry

On April 10, 2025, the SEC’s Division of Corporation Finance issued a staff statement (the “Statement”) titled “Offerings and Registrations of Securities in the Crypto Asset Markets.” This development underscores the...more

Troutman Pepper Locke

Recent SEC Corp/Fin Interpretations of Interest

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In new Compliance and Disclosure Interpretations (see CDIs 256.35 and 256.36) and a related no-action letter (Latham & Watkins LLP, March 12, 2025), the staff of the Securities and Exchange Commission’s Division of...more

Foley Hoag LLP - Public Companies & the Law

SEC Expands Confidential Registration Statement Submission Process

On March 3, 2025, the Staff of the SEC Division of Corporate Finance announced an expansion of the accommodations that allow issuers to confidentially submit draft registration statements (DRSs) for nonpublic review. This is...more

Cooley LLP

Government shutdown maybe?

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Based on the news reports from this morning, it seems unlikely that the threatened government shutdown will come to pass. Nevertheless, although the shutdown appeared doubtful, just this morning, Corp Fin posted an...more

Alston & Bird

SEC Announces More Options for Issuers Submitting Draft Registration Statements

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Our Investment Funds Team reviews the Securities and Exchange Commission’s enhanced options for companies filing draft registration statements for nonpublic review....more

Sullivan & Worcester

SEC Expands Confidential Submission Options for Issuers to Facilitate Capital Raising

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On March 3, 2025, the U.S. Securities and Exchange Commission (SEC) announced expanded accommodations for issuers submitting draft registration statements for nonpublic review. These enhancements are intended to facilitate...more

Mayer Brown Free Writings + Perspectives

SEC Expands Accommodations for Issuers Submitting Draft Registration Statements

On March 3, 2025, the Staff of the Division of Corporation Finance of the Securities and Exchange Commission (the “SEC”) announced a new policy, with immediate effect, expanding the accommodations available for issuers that...more

Cozen O'Connor

SEC Expands Availability of Confidential Review Process to Encourage Flexibility in Capital Formation

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On March 3, 2025, the Securities and Exchange Commission (SEC) staff issued guidance that expands the existing accommodations available to companies to submit draft registration statements to the SEC for confidential,...more

Wilson Sonsini Goodrich & Rosati

SEC Staff Expands Accommodations for Nonpublic Review of Draft Registration Statements

On March 3, 2025, the Securities and Exchange Commission’s (SEC) Division of Corporation Finance (Division) announced an expansion of the nonpublic review process for draft registration statements. This expansion aims to...more

Carlton Fields

SEC Deep-Sixes Its Expanded “Dealer” Definition

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Last year, the Securities and Exchange Commission amended its definition of “dealer” to require broker-dealer registration by some persons or entities previously considered securities “traders” not subject to such...more

ArentFox Schiff

SEC Cracks Down on Unregistered Broker-Dealers

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StraightPath Venture Partners, LLC and PMAC Consulting have recently reached settlements with the US Securities and Exchange Commission (SEC) following SEC enforcement actions against them....more

Carlton Fields

Getting Clued In: How the SEC’s RILA Rulemaking Affects Variable Annuities

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The recent rule and form amendments adopted by the SEC to facilitate the registration of registered index-linked annuities (RILAs) and market-value adjustment annuities (MVAs) on Form N-4 have been broadly welcomed by the...more

Morrison & Foerster LLP

Three Firms That Engaged in General Solicitation Settle with SEC for Failure to Timely File Forms D

On December 20, 2024, the Securities and Exchange Commission (SEC or the “Commission”) announced charges against several entities that failed to file a Form D within 15 days of a private sale of securities. These entities,...more

Foley & Lardner LLP

Unlocking the Power of Equity-Based Incentive Compensation: Special Considerations for Publicly-Traded Companies

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This article is the seventh and final in our series on equity-based compensation. It will provide an overview of special considerations for publicly-traded companies when granting equity awards, including the impact of proxy...more

Venable LLP

Federal Judge Finds SEC Dealer Rule Outside Statutory Authority

Venable LLP on

On November 21, 2024, a federal District Court judge in the Northern District of Texas found the Securities and Exchange Commission (SEC) acted without lawful, statutory authority in creating its new Dealer Rule....more

Foley Hoag LLP

Reminder: Renewal and Notice Filing Fees for Investment Advisers due by December 9, 2024

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As a reminder, investment advisers who are subject to any state registration, renewal or notice filing fees must have funded their IARD accounts by December 9, 2024 in order to cover such fees (with a recommendation from IARD...more

Lowenstein Sandler LLP

When Two Become One: Navigating the Complexities of Operational Integration

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On September 20, 2024, the U.S. Securities and Exchange Commission (SEC) announced a settlement with an investment adviser for, among other things, failure to register with the SEC as an investment adviser. The SEC found that...more

Perkins Coie

SEC Registration Fees Increase by 3.7%

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Well, the SEC’s registration filing fees keep going up. The good news is that this year’s 3.7% increase is much less than last year’s nearly 34% increase...more

Fenwick & West LLP

SEC Announces Increased Registration Fee Rate

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Effective October 1, the U.S. Securities and Exchange Commission (SEC) will increase the registration fee rate from $147.60 per million dollars to $153.10 per million dollars....more

Cooley LLP

SEC increases fee rates for fiscal 2025, which begins October 1, 2024

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Yesterday, the SEC announced a fee increase for issuers registering their securities. In fiscal 2025, the fee rates for registration of securities and certain other transactions will be $153.10 per million dollars, up 3.7%...more

Eversheds Sutherland (US) LLP

RILA revolution: SEC adopts tailored registration framework for RILAs and MVAs

On July 1, 2024, the Securities and Exchange Commission (SEC) adopted rule and form amendments to provide a tailored registration framework for registered index-linked annuities (RILAs) and registered market value adjustment...more

Eversheds Sutherland (US) LLP

Dual registrant regulatory roundup - July 2024

Welcome to the Regulatory Roundup. Each month, Eversheds Sutherland Investment Services attorneys review significant regulatory developments (including notable rulemakings and guidance from securities regulators) from the...more

Fenwick & West LLP

SEC v. Binance: Court Decides Majority of Claims Can Proceed but Expresses Skepticism of SEC’s Application of Law to the...

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Of particular importance for the crypto industry, the opinion analyzes the SEC’s allegations that Binance and BAM offered and sold various tokens and programs to investors as investment contracts without registering them with...more

Cozen O'Connor

A Helpful Reminder for Broker-Dealers Subject to Examination by the SEC

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On June 5, 2024, the SEC's Division of Examinations (the Division) released a risk alert regarding the examination of broker-dealers. The alert acknowledges the diversity of the broker-dealer population in the marketplace...more

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