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On August 26, 2020, the Securities and Exchange Commission (the “SEC”) approved the proposal submitted by the New York Stock Exchange (“NYSE”) that allows companies to conduct concurrent primary offerings as part of a direct listing on that exchange.  A company may issue new shares and sell them to the public on its first trading…

On August 26, 2020, the U.S. Securities and Exchange Commission (“SEC”) adopted amendments to the definition of “accredited investor” and related amendments to the definition of “qualified institutional buyer.”  The accredited investor definition is central to the regulation of exempt offerings.  Consistent with the initial proposal, the amendments broaden the categories of individuals and entities…

At an open meeting held this morning, the Securities and Exchange Commission voted to adopt the previously proposed amendments to Regulation S-K Items 101, 103 and 105.  These changes affect the Business section, Risk Factors section, and Legal Proceedings discussion in filings.  The amendments are part of the SEC’s continuing implementation of its disclosure effectiveness…

Today, the Securities and Exchange Commission adopted long-awaited changes to the definition of “accredited investor,” as well as some conforming changes to the definition of “qualified institutional buyer.”  The SEC Fact Sheet released today highlights a number of the most significant changes, which, among others, include expanding the accredited investor definition to include natural persons,…

The Securities and Exchange Commission announced it will hold an open meeting on August 26, 2020.  The SEC will consider key amendments, including:  amendments to Regulation S-K in connection with business, risk factors and legal procedures; and changes to the accredited investor and QIB definitions.  These were key measures on the SEC’s RegFlex agenda, and…

The Securities and Exchange Commission announced that it will hold an open meeting on September 16, 2020, which will be webcast.  The meeting agenda has one item; the SEC will “consider whether to modernize and enhance the efficiency of the shareholder-proposal process for the benefit of all shareholders by adopting amendments to certain procedural requirements…

On August 5, 2020, the Securities and Exchange Commission will hold an open meeting, which will be webcast, in order to, among other things, consider whether to propose amendments to the advertising rules for business development companies and registered investment companies.  The SEC also will consider whether to propose rules and form amendments intended to…

Speaking at a recent PLI Investment Management Institute session, Securities and Exchange Commission Division of Investment Management Director Nadia Blass provided a number of insights regarding future rulemaking.  Among other things, Division Director Blass noted some lessons learned as a result of the pandemic.  For example, she noted that during this period, it became evident…

This First Analysis article discusses the amendments adopted by the U.S. Securities and Exchange Commission on May 21, 2020 in connection with financial statement disclosures on business acquisitions and dispositions as required by Regulation S-X’s (17 C.F.R. §§ 210.1-01 – 12-29) Rule 3-05 (Financial Statements of Businesses Acquired or to be Acquired (Rule 3-05)), Rule…