Yesterday, the SEC’s spring regulatory flexibility agenda was published (see: Agency Rule List – Spring 2022). The agenda is very ambitious and includes a wide range of items. Based on the agenda, which is indicative as to timing, proposed rules relating to human capital are slated for October 2022, while proposed rules relating to
Securities Regulation
What’s the Deal? – Form 8-K
By Ryan Castillo & James Alford on
What do bankruptcy, mine safety violations, change in control and asset acquisition have in common? Each may trigger a public company’s obligation to file a Form 8-K. All U.S. reporting companies are responsible for filing Forms 8-K with the SEC to disclose recent material transactions or occurrences. What reportable events trigger a Form 8-K filing? …
Recalibrating Regulation of Private Markets?
By Anna T. Pinedo on
In various public statements of late, representatives of the Securities and Exchange Commission have noted concern regarding the growth of the private markets. The statements have pointed to the fact that fundraising in the private markets has surpassed fundraising in the public markets. For example, a recent speech cited statistics that private assets under management…
SEC Proposes a “Sea Change” Set of New Rules Applicable to SPACs and Other Market Participants
On March 30, 2022, the Securities and Exchange Commission (the “SEC”) proposed new rules and amendments to existing rules and forms (the “Proposed Rules”) addressing the treatment of special purpose acquisition companies (“SPACs”) in connection with their initial public offerings (“IPOs”) and subsequent de-SPAC transactions. Comments on the Proposed Rules are due 30 days after…
PLI’s Private Placements and Hybrid Securities Offerings 2022
March 31 – April 1, 2022 Webinar
Register here.
Mayer Brown invites you to the Practising Law Institute’s Private Placements and Hybrid Securities Offerings 2022 virtual conference.
Private Placements and Hybrid Securities Offerings 2022 will cover the basics of private placements, resales of restricted securities, Section 4(a)(1-1/2) transactions and block trades. The program will…
Chair Gensler Congressional Testimony Sheds Light on Potential Regulation
By Anna T. Pinedo on
Today, for the first time as Chair of the Securities and Exchange Commission, Gary Gensler appeared before Congress to provide testimony regarding the market disruptions and volatility witnessed in January 2021 relating to GameStop and other securities. Chair Gensler identified seven factors contributing to market volatility: gamification and user experience; payment for order flow; equity…
FINRA CEO Comments Suggest Reconsideration of On-Site Exams in Light of COVID-19
By Marlon Paz & Kyle P. Swan on
In statements made at SIFMA’s Virtual Compliance and Legal Forum, FINRA Chief Executive Officer, Robert Cook, indicated that FINRA may be reconsidering aspects of its cycle examinations in light of the challenges presented by the COVID-19 pandemic. FINRA conducts between 1,500 and 2,000 risk-based cycle examinations annually to assess identified risks and controls and determine…
Annual Review of Federal Securities Regulation
Posted in Corporate Governance, Securities Regulation
This Annual Review (“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 and regulation during 2019. The Review is divided into three sections: regulatory actions, accounting statements, and case law developments. Continue…
SEC Staff Roundtable on Emerging Markets: Highlights from the Panel on Limitations on Inspection and Enforcement in Emerging Markets and Auditors’ Global Oversight of Member Firms in Emerging Markets
By Ryan Castillo on
On July 9, 2020, SEC Chief Accountant Sagar Teotia and SEC Division of Enforcement Co-Director Stephanie Avakian moderated a panel discussion concerning limitations on inspection and enforcement in emerging markets, and auditors’ oversight of members firms in emerging markets. This was Panel 2 of the SEC staff’s roundtable on emerging markets and comprised of PCAOB…
SEC Staff Roundtable on Emerging Markets: Highlights from the Opening Remarks by Chair Clayton and Commissioners
By Ryan Castillo on
On July 9, 2020, the SEC hosted a virtual roundtable discussion on the risks of investing in emerging markets, including China. The roundtable featured four separate panels that included representatives from the PCAOB, DOJ, NYSE, Nasdaq, MSCI, investor groups, auditing firms, academia and other market participants, with SEC staff members acting as moderators.
In his…