On November 2, 2020, the U.S. Securities and Exchange Commission (SEC) voted to adopt amendments proposed in March 2020 that harmonize and modernize the exempt offering framework (referred to as the Amendments). As with several other recent votes to adopt rule proposals, the SEC Commissioners split their vote, with two Commissioners voting against the Amendments.
Regulation D
SEC Adopts Changes to Exempt Offering Framework
By Anna T. Pinedo on
Today, November 2, 2020, the Securities and Exchange Commission (SEC) voted to adopt amendments proposed in March 2020 that harmonize and modernize the exempt offering framework. Predictably, the SEC Commissioners were split in their vote, with two Commissioners voting against the amendments. Despite the statements of the dissenting Commissioners, who cited investor protection issues, it…
House Funding Bill Would Purport to Limit SEC Actions on Exempt Offerings
By Anna T. Pinedo on
Late last week, the House Appropriations Committee approved a bill that addresses the budgets for among other agencies, the Securities and Exchange Commission. While the bill would authorize an increase in the SEC budget for fiscal year 2021, it comes with strings. The bill contains a section, Section 540 (repeated below), which would condition spending…
On point. – Bad Actor Disqualification Provisions of Regulation A, Regulation CF and Regulation D
By Bradley Berman & Anna T. Pinedo on
Section 926 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd Frank”) requires the Securities and Exchange Commission (“SEC”) to adopt rules that would make the exemption from registration under the Securities Act of 1933 (“Securities Act”) provided by Rule 506 of Regulation D thereof unavailable for any securities offering in which certain…
Unregistered Securities Offerings
By Anna T. Pinedo on
The Securities and Exchange Commission’s Division of Economic and Risk Analysis (DERA) has regularly updated its studies regarding the market for unregistered securities offerings. The most recent study provides data through the end of 2017. Over $3.0 trillion was raised in unregistered securities transactions in 2017. By contrast, registered offerings accounted for approximately $1.5 trillion. …
PLI Seminar: Understanding the Securities Laws 2018
By Trevor Starer on
July 19 – 20, 2018
PLI New York Center
1177 Avenue of the Americas
(2nd Floor)
New York, NY 10036
This program will provide an overview and discussion of the basic aspects of the U.S. federal securities laws by leading in-house and law firm practitioners as well as SEC staff. Emphasis will be placed on…
PLI Seminar: Private Placements and Hybrid Securities Offerings 2018
By Trevor Starer on
May 21 – 22, 2018
PLI New York Center
1177 Avenue of the Americas
(2nd Floor)
New York, NY 10036
Join PLI’s expert faculty of leading practitioners and regulators as they discuss and analyze the changing regulatory framework and market for private offerings. The faculty will begin by addressing the basics of private placements, sales…