EGCs

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On May 19, 2026, the U.S. Securities and Exchange Commission (the “SEC”) published two rulemaking proposals, each of which would substantially revise the requirements of the U.S. federal securities laws applicable to public companies. These proposals mark the next step in SEC Chair Paul Atkins’ mission to grow the U.S. capital markets and “make IPOs…

As noted in our earlier post, the Securities and Exchange Commission (“SEC”) released two rulemaking proposals aimed at overhauling how public companies access the capital markets and address their ongoing reporting obligations.

The second rulemaking proposal, “Enhancement of Emerging Growth Company Accommodations and Simplification of Filer Status for Reporting Companies,” would simplify the filer…

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…

Members of the US Securities and Exchange Commission (the “Commission”) continue to share their views about the Commission’s current priorities, and Monday was Acting Chairman Mark Uyeda’s turn.  Speaking at the Florida Bar’s 41st Annual Federal Securities Institute and M&A Conference on February 24, 2025, Acting Chairman Uyeda provided his thoughts on where the Commission…

In Thomson Reuters’ Practical Law latest Q&A, Mayer Brown Capital Markets and Tax team provides a high-level overview of the main equity and debt markets/exchanges, and the main regulators and legislation that govern them. The Q&A also covers prospectus/main offering document requirements, together with any disclosure obligations and exemptions from the requirements to publish/deliver a…

The Staff of the Division of Corporation Finance posted questions and answers regarding the confidential submission process for draft registration statements. 

The guidance provides additional clarity relating to the process applicable to companies that are not emerging growth companies and that submit draft registration statements for confidential review.  For example, the Q&As address confidential treatment…

On March 5, 2024, the House will consider capital formation related legislation, H.R. 2799.  This was originally introduced in April 2023 and reported out in July 2023.  It is comprised of 19 separate bills.  The House Financial Services Committee heard testimony on these bills in 2023, access my testimony on several of these bills.…

This practice note examines some of the common issues and comments that the U.S. Securities and Exchange Commission (SEC) staff may raise in its review of registration statements filed for initial public offerings (IPOs). The note provides guidance on how to prepare the prospectus and respond to SEC staff comments, with a focus on topics…

In early June, the US House of Representatives passed two sets of bills focused on promoting capital formation. The bipartisan effort included bills that amend the accredited investor definition in order to increase the diversity of investors participating in the private markets. In addition, as the IPO market continues to suffer, the packages include bills that would…

On September 9, 2022, the Securities and Exchange Commission announced amendments to its rules in order to implement inflation adjustments mandated by the JOBS Act.  The SEC’s amendments increase the annual gross revenue threshold for emerging growth companies and raise certain dollar amounts contained in Regulation Crowdfunding.  Pursuant to the JOBS Act, the SEC is…