On July 8, 2026, the staff (the “Staff”) of the Division of Corporation Finance (the “Division”) of the Securities and Exchange Commission (the “SEC”) issued a no-action letter (the “No-Action Letter”) in response to an incoming letter submitted on behalf of UBS Group AG (the “Incoming Letter”), addressing the application of the U.S. Securities Act
Marc Leong
SEC Staff Issues New Guidance on Registration Statement Requirements for Listed Rights in Business Combinations
On June 23, 2026, the Securities and Exchange Commission’s (“SEC”) Division of Corporation Finance (the “Division”) issued a new Corporation Finance Interpretation (“CFI”), providing guidance on the disclosure requirements when a company seeks to list rights on a national securities exchange in connection with a business combination transaction.
New Question 142.01 under Section 142…
“FINRA Forward: A Year of Progress” Report Highlights Achievements and Foreshadows Upcoming Proposals
In April 2026, FINRA published its report titled “FINRA Forward: A Year of Progress,” which provides a recap of the regulatory changes implemented by FINRA as part of its rule modernization initiative. The report also provides insight into pending rule proposals and other policy initiatives.
Rule Changes and Guidance
FINRA highlights significant rule changes, including…
SEC Provides Updates on Implementation of Treasury Clearing Rules
On September 30, 2025, the Securities and Exchange Commission (“SEC”) issued a press release, providing updates to market participants on the progress of implementing the rules on central clearing of certain secondary market transactions in U.S. Treasury securities (the “Rules”). As we previously discussed, in February 2025, the SEC extended the compliance dates and…
House Committee on Financial Services Advances Capital Formation Legislation
On July 22 and 23, 2025, the House Committee on Financial Services (the “Committee”) held a full committee markup during which it considered certain bills that, if passed, would improve investor access to the capital markets. These bills have been ordered to be reported to the House of Representatives (the “House”) for consideration. While there…
Further Legislation Related to Capital Formation Passes the House of Representatives
On July 21, 2025, the House of Representatives (the “House”) passed five bills relating to capital formation, in particular affecting small entities and emerging growth companies (“EGCs”). As discussed in a previous post, these bills were reported to the House by the House Committee on Financial Services. Each bill was passed by unanimous voice…
House of Representatives Pass Capital Formation Related Legislation
On June 23, 2025, the House of Representatives (the “House”) passed seven bills relating to capital formation. As discussed in a previous post, these bills were reported to the House by the House Committee on Financial Services (the “Committee”).
The House passed H.R. 3394, the Fair Investment Opportunities for Professional Experts Act, by…
Capital Formation Related Legislation Advances
In late May 2025, the House Committee on Financial Services (the “Committee”) held a full committee markup, during which the Committee successfully reported 25 bills to the House of Representatives (the “House”). The bills have been introduced and placed on the Union Calendar for consideration by the House. These 25 bills are generally aimed at…
Prepare for “EDGAR Next” – Transition Begins March 24, 2025; SEC Guidance Available
On March 6, 2025, the Securities and Exchange Commission (“SEC”) issued a press release relating to the enhanced Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system (“EDGAR Next”), including useful links to various guidance and resource materials to assist filers and their advisers with transition. The SEC announced that the new EDGAR Filer Management dashboard…
Joint Trade Associations Submit Letter to SEC Acting Chair Mark Uyeda Regarding the Application of the Clearing Rule to US Treasury Securities
Various trade associations (the “Associations”), including the Securities Industry and Financial Markets Association (SIFMA), Managed Funds Association (MFA), Futures Industry Association (FIA), International Swaps and Derivatives Association (ISDA), Alternative Investment Management Association (AIMA) and The Institute of International Bankers (IIB), among others, published a letter dated January 24, 2025, to Acting Chairman Mark T. Uyeda…

