Securities Exchange Act, Investors

Recyclable K-Cups: Investors Beware?

Bass, Berry & Sims PLC on 9/16/2024

On September 10, the Securities and Exchange Commission (the Commission or SEC) charged Keurig Dr Pepper Inc. (Keurig) for making inaccurate statements about the recyclability of its K-Cup single-use beverage pods. Without...more

Southern District Of New York Grants Motion To Dismiss Putative Securities Class Action Against Cannabis Company For Failure To...

A&O Shearman on 8/2/2024

On July 17, 2024, Judge Paul A. Engelmayer of the U.S. District Court for the Southern District of New York granted a motion to dismiss a putative securities class action against a cannabis company and three of its officers....more

Fifth Circuit Court of Appeals Vacates SEC's 2022 Rescission of Certain 2020 Amendments to Proxy Rules

Vedder Price on 7/23/2024

On June 26, 2024, the U.S. Court of Appeals for the Fifth Circuit vacated the SEC’s 2022 rescission of certain rule amendments regarding proxy advisory firms, holding that the SEC’s explanation for rescinding the amendments...more

A Guide to the Credit Risk Retention Rules for Securitizations

Morgan Lewis on 7/15/2024

On October 21 and 22, 2014, pursuant to the requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”), the Securities and Exchange Commission (the “SEC”) and various federal...more

FINRA fines securities firm for failing to use an escrow agent

Orrick, Herrington & Sutcliffe LLP on 7/15/2024

Recently, FINRA released its letter of acceptance, waiver, and consent (AWC) against a securities firm for allegedly failing to use an escrow agent to custody customer funds. Among other things, the firm deposited investor...more

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

Revised Dealer Rules

Tannenbaum Helpern Syracuse & Hirschtritt LLP on 2/15/2024

On February 6, 2024, the Securities and Exchange Commission (“SEC”) in a 3-2 vote adopted new Rules 3a5‑4 and 3a44‑2 (the “Dealer Rules”) that expand the definition of a “dealer” and a “government securities dealer” under the...more

SEC charges alleged hedge fund with defrauding $1.2 million from investors

Orrick, Herrington & Sutcliffe LLP on 2/12/2024

On February 2, the SEC issued a complaint which charged a company for allegedly raising $1.2 million from 15 investors through an offer and sale of fraudulent securities for a hedge fund....more

SEC Releases Final Rule 192 Relating to Conflicts of Interest in Securitization

Dechert LLP on 12/7/2023

The SEC released the final Securities Act Rule 192 relating to conflicts of interest in asset-backed securities transactions on November 27, 2023. In this OnPoint, we summarize the provisions of the final Rule 192 and...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

Securities and Derivative Litigation: Quarterly Update - November 2023

Dechert LLP on 11/8/2023

With just one quarter remaining in 2023, securities and derivative litigation continues to develop with new standards being articulated or clarified, particularly by decisions within the Second Circuit: The Second...more

Fifth Circuit Upholds Nasdaq Board Diversity Rule

Vinson & Elkins LLP on 11/7/2023

On October 25, a panel of the Fifth Circuit Court of Appeals (the “Fifth Circuit”) upheld the Nasdaq board diversity rule in the face of challenges that (among other things) the rule attempted to improperly and...more

SEC Adopts Rule Amendments to Modernize Beneficial Ownership Reporting

White & Case LLP on 10/30/2023

On October 10, 2023, the Securities and Exchange Commission ("SEC") adopted amendments to modernize the rules governing beneficial ownership reporting under Sections 13(d) and 13(g)1 of the Securities Exchange Act of 1934...more

SEC Adopts Amendments to the Beneficial Ownership Rules

Jones Day on 10/18/2023

In Short - The Background: On October 10, 2023, the U.S. Securities and Exchange Commission (the "SEC") adopted amendments to the rules that govern beneficial ownership reporting for investors, marking the first update to...more

SEC Adopts Final Rules Amending Beneficial Ownership Reporting Requirements

Wilson Sonsini Goodrich & Rosati on 10/11/2023

On October 10, 2023, the U.S. Securities and Exchange Commission (SEC) announced that it adopted final rules amending beneficial ownership reporting requirements under Sections 13(d) and 13(g) of the Securities Exchange Act...more

Notable Litigation – August 2023

McGuireWoods LLP on 9/13/2023

Notable litigation filed during August 2023 includes: (1) SEC v. Rocha; (2) Legum v. Garfinkel, et al.; and (3) SEC v. Conn. Jr....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

DeFi Crypto Platform Not Liable for Scam Tokens

Latham & Watkins LLP on 9/7/2023

A federal court’s dismissal of claims against a decentralized cryptocurrency platform and its investors for the actions of scam token issuers is a case of first impression with wider significance. On August 29, 2023, the...more

Second Circuit Clarifies the Circumstances in Which Presumptions Can Be Used To Support Federal Securities Fraud Class Action...

Mintz - Securities Litigation Viewpoints on 8/23/2023

On August 10, 2023, the U.S. Court of Appeals for the Second Circuit took an important step in Arkansas Teacher Retirement System v. Goldman Sachs Group toward clarifying the circumstances in which federal class action...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

Securities Exchange Act › Investors