The staff of the Division of Corporation Finance (Corp Fin) of the Securities and Exchange Commission (SEC) has issued new Compliance and Disclosure Interpretations (C&DIs) relating to the clawback disclosures required in an issuer’s annual report on Form 10-K and proxy statement. In addition to the April 11, 2025 issuance
Continue Reading Corp Fin releases new guidance on clawback disclosure requirements
The Securities and Exchange Commission (SEC)’s March 27, 2025 decision (the Decision) to withdraw the defense of its landmark climate-related disclosure rules adopted in March of 2024 (the Rules) did not formally pause or terminate the ongoing litigation.
On April 4, 2025, a group of 18 intervening states and the
Continue Reading SEC’s climate rule litigation update: Is it actually over?
On April 10, 2025, the staff of the Division of Corporation Finance of the US Securities and Exchange Commission (SEC) issued a statement (Staff Statement) expressing its observations regarding certain disclosure requirements under the federal securities laws regarding the offering and registration of securities in the crypto asset markets.
The
Continue Reading SEC staff observations on compliance with disclosure requirements in offerings and registrations of securities in the crypto asset markets
The Division of Corporation Finance at the US Securities and Exchange Commission (SEC) recently issued guidance regarding the application of federal securities laws to certain stablecoins.
While this guidance, released on April 4, 2025, expresses only the views of the staff of the Division of Corporation Finance and is not
Continue Reading Redeemable, USD-linked stablecoins are not securities – latest SEC staff guidance
On Wednesday, April 2, 2025, President Donald Trump held a press conference to describe and sign an Executive Order (EO) establishing sweeping “reciprocal tariffs” on nearly all imports to the US, as outlined below.
The full text of the EO, entitled, “Regulating Imports with a Reciprocal Tariff to Rectify Trade
Continue Reading President Trump’s sweeping “reciprocal tariffs” Executive Order: Key points
Yesterday, March 27, 2025, the Securities and Exchange Commission (SEC) notified the US Court of Appeals for the Eighth Circuit that the SEC wishes to withdraw its defense of its landmark Climate Disclosure Rules (Climate Rules) in Iowa v. SEC, the case challenging the validity of the Climate Rules. SEC
Continue Reading SEC withdraws defense of US Climate Disclosure Rules
On March 12, 2025, the Securities and Exchange Commission (SEC) published updates to its Compliance and Disclosure Interpretations (C&DIs) related to exempt offerings under the Securities Act of 1933 (Securities Act). These changes include new guidance related to determining accredited investor status, clarifications for existing guidance, and the removal of
Continue Reading SEC updates guidance regarding exempt offerings
The US Securities and Exchange Commission (SEC) recently issued a new Compliance and Disclosure Interpretation, Question 103.12 (C&DI), that may significantly impact how public companies engage with their shareholders. Released on February 11, 2025, this C&DI focuses on the eligibility criteria for reporting beneficial ownership on Schedule 13G compared to Schedule
Continue Reading To control or not to control: SEC issues new guidance impacting Schedule 13G filers
On March 3, 2025, the Securities and Exchange Commission (SEC) announced that its Crypto Task Force, the formation of which we discussed in our prior blog, will host a series of roundtables to discuss key areas of interest in the regulation of crypto assets.
The first roundtable, “How We
Continue Reading SEC Crypto Task Force to host series of roundtables
Companies seeking to raise capital through a public offering are encouraged to note the US Securities and Exchange Commission (SEC)’s announcement on March 3, 2025 that the staff of the Division of Corporation Finance (SEC staff) has augmented the accommodations available for entities submitting draft registration statements for nonpublic review
Continue Reading SEC expands confidential review process to facilitate capital formation
In our earlier blog post, we discussed Staff Legal Bulletin 14M (SLB 14M), which rescinded prior Staff Legal Bulletin 14L (SLB 14L). The staff of the US Securities and Exchange Commission (SEC) indicated that SLB 14M is intended to clarify the views of the SEC staff (Staff) on the
Continue Reading Shareholder proposals – the great reset again! (Part 2)
