The SEC recently published its report on the 2024 Government-Business Forum on Small Business Capital Formation. The Forum addresses a range of issues affecting small businesses, including smaller public companies. The SEC’s Office of the Advocate for Small Business Capital Formation leads the Forum. The following fifteen policy recommendations, which range from recommendations related to
Smaller Reporting Companies
House Passes Expanding Access to Capital Act
On March 8, 2024, the House of Representatives passed the Expanding Access to Capital Act, H.R. 2799, which we had previously posted on the blog.
There were several amendments to the Act, including the following:
- An amendment that clarifies the definition of “general solicitation” and “angel investor” for purposes of the federal securities laws
SEC Adopts Final Rules Relating to SPACs, Shell Companies and Projections
On January 24, 2024, the US Securities and Exchange Commission (the “SEC”) adopted new rules and amendments to existing rules and forms (the “Final Rules”) addressing (i) the treatment under the securities laws of special purpose acquisition companies (“SPACs”) in connection with their IPOs and their subsequent business combination transactions (“de-SPAC transactions”) with target operating…
Public Offering Trends in SEC OASB Report
As we previously blogged, the Securities and Exchange Commission’s Office of the Advocate for Small Business Capital Formation (OASB) recently published its Annual Report (the “Report”), which includes data on public offerings undertaken between July 1, 2022 and June 30, 2023 provided by the SEC’s Division of Economic and Risk Analysis. Companies raised approximately…
Private Capital and Exempt Offering Trends in SEC OASB Report
In its Annual Report (the “Report”), the Securities and Exchange Commission’s Office of the Advocate for Small Business Capital Formation (OASB) provides data on the reliance by private and public companies on exempt offerings to raise capital. Based on data provided by the SEC’s Division of Economic and Risk Analysis, between July 1, 2022 and…
SEC Plans for Government Shutdown
Federal law (the “Antideficiency Act”) restricts the conduct of business by agencies during a lapse of Congressional appropriations, looming this weekend, and federal regulations (OMB Circular A-11) require agencies to have plans for an orderly shutdown. The Securities and Exchange Commission (the “SEC”) published its general plan in July (updating the plan it adopted in…
SEC Releases C&DIs on Compliance with New Insider Trading Disclosures
On May 25, 2023, the staff of the US Securities and Exchange Commission’s Division of Corporation Finance released three Compliance and Disclosure Interpretations (“C&DIs”) on the recent amendments to Rule 10b5-1 regarding insider trading arrangements and related disclosures. Specifically, C&DIs 120.26 and 120.27 identify the dates by which companies must first include the new disclosures…
SEC Small Business Capital Formation Advisory Committee Meeting
Today, February 7, 2023, the Securities and Exchange Commission’s Small Business Capital Formation Advisory Committee will host a meeting to discuss several matters. The Committee will discuss alternatives to traditional bank and venture capital funding for small and mid-size private companies. Next, the Committee will discuss rules and amendments first proposed in February 2022 pertaining…
Redrawing the Lines Between Private and Public
Commissioner Crenshaw’s remarks on January 30, 2023, once again, touched on Regulation D and the private markets. It is understandable that, given companies in the United States have become increasingly reliant on private capital to fuel their growth, a regulator would seek to focus on the private markets. The “how did we get here” part…
2022 Advocate for Small Business Capital Formation Report Presents Interesting Data on the Capital Markets
The Securities and Exchange Commission’s Office of the Advocate for Small Business Capital Formation issued on December 16, 2022 its 2022 Annual Report to the U.S. Congress and to the SEC detailing how entrepreneurs, investors, and private and smaller public companies are engaging in capital raising. The Report provides a wealth of data from the…