Securities Exchange Act, Broker-Dealer, Investors

SEC Shortening of Securities Transaction Settlement Cycle to Take Effect

Seward & Kissel LLP on 5/30/2024

On February 15, 2023, the Securities and Exchange Commission (the “Commission”) adopted final rule amendments to shorten the standard settlement cycle for securities broker-dealer transactions from two business days after the...more

Binance Ruling Spotlights Muddled Post-Morrison Landscape

WilmerHale on 5/3/2024

The March decision in Williams v. Binance from the U.S. Court of Appeals for the Second Circuit marks the latest chapter in the judiciary's struggle to apply the U.S. Supreme Court's 2010 decision in Morrison v. National...more

SEC Releases Materials on T+1 Settlement Cycle Adoption in Advance of May Compliance Date

Seward & Kissel LLP on 4/19/2024

Who may be interested: Registered-Investment Companies; Investment Advisers; Broker-Dealers - Quick Take: In May 2023, the SEC adopted several Rules and Rule amendments which, among other things, shorten the standard...more

Leash the Kraken: SEC Sues Kraken

Seward & Kissel LLP on 11/28/2023

On November 20, 2023, the SEC filed a complaint in the United States District Court for the Northern District of California against Payward, Inc. and Payward Ventures, Inc. which, together, do business as Kraken. The...more

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2023 Edition

Latham & Watkins LLP on 9/12/2023

Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

Broker-Dealers and Advisers Beware: The SEC’s “PDA” Proposal Could Upend Firms’ Interactions With Customers, Clients and Investors

WilmerHale on 8/18/2023

On July 26, 2023, the Securities and Exchange Commission (SEC or Commission) narrowly approved (3-2) a proposed rulemaking under the Securities Exchange Act of 1934 (Exchange Act) and the Investment Advisers Act of 1940...more

Top 5 SEC Developments for July 2023

Morrison & Foerster LLP on 8/15/2023

In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important SEC enforcement developments from the past month, with links to primary resources. This...more

Marketing Private Funds to U.S. Investors — A Practical Guide for Asia-Based Managers

Morrison & Foerster LLP on 7/6/2023

As the private equity (“PE”) and venture capital (“VC”) funds industry grows and matures in Asia, managers are increasingly looking to market interests in their funds to U.S.-based investors. However, many Asia-based managers...more

SEC's Order Competition Rule Is Regulation By Speculation

Carlton Fields on 3/7/2023

In December, the U.S. Securities and Exchange Commission issued four rule proposals that would fundamentally transform our nation’s equity markets. The comment period ends March 31, and while the final rules may take...more

Passing The Suitability Buck To The Customer Is Never A Good Strategy

UB Greensfelder LLP on 10/28/2021

I continue to wade my way through a few months’ worth of cases, press releases, etc., looking for things that manage to catch my attention. I found this SEC settlement from the end of July involving Integral Financial, a BD...more

SEC Proposes Conditional Exemption From Broker Registration Requirements For Finders Assisting Small Businesses With Capital...

Cole Schotz on 10/22/2020

Easing of restrictions may be on the way for smaller issuers seeking to rely on “finders” to assist with their capital raising efforts. On October 7, 2020, the U.S. Securities and Exchange Commission (the “SEC”) proposed a...more

SEC Proposes Conditional Broker Exemption For Finders

Lowenstein Sandler LLP on 10/20/2020

What You Need To Know: •The SEC proposes to exempt two types of Finders from broker-dealer registration pursuant if they satisfy certain conditions. •Tier I Finders may provide potential investors’ contact information to...more

SEC’s Proposed Broker-Dealer Exemption May Apply to “Finders” for Municipal Securities

Mintz - Public Finance Viewpoints on 10/14/2020

Today, the SEC published in the Federal Register a proposed notice of an exemptive order (the “Proposal”) that would, subject to limitations and conditions discussed below, exempt certain individuals seeking to find investors...more

SEC Proposes Exempting Finders, Subject to Compliance Obligations

Akin Gump Strauss Hauer & Feld LLP on 10/14/2020

On October 9, 2020, the Securities and Exchange Commission (SEC) proposed an order that would exempt from registration as broker-dealers certain natural person “finders” who help locate investors in connection with the sale...more

Finders Keepers? SEC Proposes Exemption from Broker-Dealer Registration for Finders in Private Placements, but Questions Remain

K&L Gates LLP on 10/14/2020

OVERVIEW - On October 7, 2020, the U.S. Securities and Exchange Commission (SEC) proposed a conditional exemption, operating as a nonexclusive safe harbor from the broker registration requirements of Section 15(a) of the...more

Divided SEC Votes To Propose “Finder” Exemption From Broker Registration

Goodwin on 10/12/2020

On October 7, 2020, the U.S. Securities and Exchange Commission (“SEC”) voted 3-2 to propose a conditional exemption (“Exemption”) to permit natural persons to engage in limited securities activities as “finders” on behalf of...more

New Life For Finders?

Morrison & Foerster LLP on 10/9/2020

Background- For many years, small businesses and other private issuers have struggled to connect with investors when seeking to raise capital in a private offering. The amount of money being raised was sometimes too small...more

SEC warns investors about initial exchange offerings

Eversheds Sutherland (US) LLP on 2/19/2020

Recently, the U.S. Securities and Exchange Commission (SEC) issued an Investor Alert (the Alert) warning investors to use caution before investing in initial exchange offerings (IEOs) through online trading platforms. The...more

Proposed Changes to Rule 15c2-11

Mayer Brown Free Writings + Perspectives on 9/27/2019

One of the Securities and Exchange Commission’s priorities under Chair Clayton’s leadership has been protection of retail investors, including through rigorous enforcement of microcap fraud. Consistent with that focus,...more

SEC Chairman Calls for Legal Bulletin on EMMA Disclosures

King & Spalding on 8/30/2019

Is information posted on EMMA subject to greater scrutiny under the antifraud provisions of the federal securities laws than when posted only on an issuer’s website?...more

Overview Of U.S. Securities Laws Applicable To Broker-Dealers

Tarter Krinsky & Drogin LLP on 8/13/2019

The Securities Exchange Act of 1934 (Exchange Act) is the principal law that regulates broker-dealers in the United States. The Exchange Act governs transactions in securities markets and regulates persons who effect such...more

Where is the Love? Exchanges Sue SEC Over Market Access Fee Pilot Program

Sheppard Mullin Richter & Hampton LLP on 2/28/2019

Three prominent trading exchanges did not exactly show their government overseer the love this Valentine’s week. On February 14, 2019, the New York Stock Exchange (“NYSE”) filed a petition for review to the U.S. Court of...more

Investment Management Regulation: Year in Review

Kilpatrick on 1/3/2019

As we prepare for a new year of regulatory initiates and actions, we believe it is important to take inventory of the most significant regulatory events from the past year. True to its word, the SEC focused on reducing...more

The SEC and Digital Assets—A Busy Year End

Perkins Coie on 12/21/2018

The end of the year has been a very busy time for the SEC in the digital asset space. From speeches to the issuance of joint statements to enforcement actions, there are many things to highlight, discuss and consider. This...more

Crypto Crackdown – SEC Imposes Broker-Dealer and Investment Company Registration Provisions on Token Traders and a Crypto Fund

Proskauer - Blockchain and the Law on 9/17/2018

The SEC announced a pair of settled orders on Tuesday extending additional provisions of the securities laws over ICOs and other digital assets – the agency’s first ever enforcement actions of their kind. As the SEC has been...more

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