The SEC’s Division of Corporation Finance today published CF Disclosure Topic No. 9 providing the Staff’s current views regarding disclosure and securities law obligations that companies should consider in connection with the coronavirus and related market and business disruptions.  The guidance can be found here.

A Legal Update will follow shortly reviewing the guidance.

The Securities and Exchange Commission will hold an open meeting on March 4, 2020 in order to consider whether to propose rule amendments that would simplify, harmonize, and improve certain aspects of the framework for exemptions from registration under the Securities Act of 1933 to promote capital formation while preserving or enhancing important investor protections.

Several key regulatory developments and reforms have the potential to significantly help business development companies (closed-end investment management companies that are specially regulated by the Investment Company Act of 1940). This article published in Bloomberg Law addresses those developments and how they are expected to impact the BDC industry.

View the full article here.

On January 23, 2020, the SEC’s Office of the Advocate for Small Business Capital Formation (the “Office”) hosted its first Capital Call, during which the Advocate for Small Business Capital Formation and Director of the Office, Martha Legg Miller, and members of the Office’s Staff discussed the latest trends relating to capital formation.  During the

At the AICPA conference we have previously blogged about, the Chief Accountant explained that the SEC’s Office of the Chief Accountant (“OCA”) is led by the Chief Accountant, who serves as the principal advisor to the SEC on accounting and auditing matters arising in the administration of the federal securities laws.  The OCA has a

In his testimony today in Congress, Securities and Exchange Commission Chair Jay Clayton provided an update on the rulemaking work undertaken by the SEC during the fiscal year and provided updates on the SEC’s priorities.  Chair Clayton reviewed some numbers—based on the SEC’s Regulatory Flexibility Agenda, Clayton noted that in 2018, the SEC advanced 23

The SEC’s amendment to the test-the-waters provisions, extending the ability to test-the-waters to issuers that are not emerging growth companies (“EGCs”), is now effective. The guide summarizes the provisions of new Rule 163B. Under the new rule, any issuer, or person authorized to act on behalf of the issuer (including an underwriter), may engage in

In this Lexis Practice Advisor Practice Note, we discuss new Rule 163B adopted by the US Securities and Exchange Commission (SEC). On September 26, 2019, the SEC extended the ability to test the waters to all issuers by adopting the highly anticipated new Rule 163B under the Securities Act of 1933, as amended (the Securities

On September 26, 2019, the US Securities and Exchange Commission extended the ability to test the waters to all issuers by adopting the highly anticipated new Rule 163B under the Securities Act of 1933 (the Securities Act). The new rule allows any issuer, or any person acting on the issuer’s behalf, to engage in test

One of the Securities and Exchange Commission’s priorities under Chair Clayton’s leadership has been protection of retail investors, including through rigorous enforcement of microcap fraud.  Consistent with that focus, yesterday, the Commission released proposed amendments to Securities Exchange Act Rule 15c2-11.  This rule requires that certain issuer information be made available to and be reviewed