The Securities and Exchange Commission recently announced the agenda for the upcoming meeting on September 27, 2021, of the SEC’s Small Business Capital Formation Advisory Committee. The Committee will meet virtually, and the meeting will be a webcast on the SEC’s website. The Committee will discuss pre-IPO investments and the role of cross-over investors in
The Social Media Guide: Social Media Compliance for Issuers, Broker-Dealers, & Investment Advisers
You are an issuer, investment adviser, or broker-dealer. You want to communicate to the public about securities. Should you (a) type a letter and drop it in the mailbox; (b) chisel out a prospectus on two stone tablets; or (c) use social media?
If you chose (c),
Disclosure Requirements: What’s Ahead?
In various prepared remarks in recent weeks, Securities and Exchange Commission (SEC) Chair Gensler has commented on a number of potential proposals for additional disclosure requirements.
In remarks made to the European Parliament Committee on Economic and Monetary Affairs, Chair Gensler addressed a number of topics, including gamification and crypto assets. Commenting on issuer
What’s the Deal? – Section 3(a)(2) Bank Note Programs
If you walk like a bank and talk like a bank, are you really a “bank”? What are Section 3(a)(2) bank note programs, and which issuers are eligible to use them? Why do national banks exempt from registration under the Securities Act still have to follow the OCC’s securities offering disclosure rules? Find the answers
Annual Review of Federal Regulations & Securities Survey
Published by The Business Lawyer, the quarterly journal of the American Bar Association, the 2021 Annual Review of Federal Securities Regulation (the “Review”) was prepared by the Subcommittee on Annual Review of the Committee on Federal Regulation of Securities of the ABA Business Law Section. The Review covers significant developments in federal securities law, regulation,
What’s the Deal? – Rule 144A
In the latest installment of our What’s the Deal? series, we provide an overview of the Rule 144A resale exemption, and discuss traditional Rule 144A offerings, as well as Rule 144A basics. Access our What’s the Deal? guide.
You may also be interested in comparing Rule 144A offerings to other offering formats—a number
Multi-Firm Statement in Response to 1940 Act Suits Against SPACs
Over 60 law firms, including Mayer Brown, signed a joint statement responding to a recent action against a SPAC asserting that SPACs are investment companies under the Investment Company Act of 1940 because proceeds from their IPOs are invested in short-term US Treasury securities and qualifying money market funds.
The signing law firms view the
Market Trends 2020/21: U.S. Tariff Policies
This practice note discusses recent U.S. Tariff Policies that potentially have wide-ranging consequences for domestic and international trade and the capital markets. In a period marked by increased globalization and international trade, the uncertainties brought about by the aggressive tariff policies of former President Trump are leaving companies and investors wary of the direct and
Market Trends 2020/21: Cybersecurity-Related Disclosures
This practice note identifies cybersecurity risk disclosures that offer detailed discussions on the potential reputational, financial, or operational harm resulting from cybersecurity breaches as well as the potential litigation or regulatory costs, policies, and procedures in addressing cybersecurity risks. This piece concludes with practical advice on how to prepare and enhance the required disclosures on
SEC Approves Nasdaq Board Diversity Rule Change
The Securities and Exchange Commission approved the proposed rule change by Nasdaq which will require listed companies to disclose information about the diversity of a company’s board of directors. For a limited time, Nasdaq will offer certain listed companies access to a board recruitment service. The rule will require, to the extent permissible under applicable