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In our earlier blog post, we discussed Staff Legal Bulletin 14M (SLB 14M), which rescinded prior Staff Legal Bulletin 14L (SLB 14L).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)
On February 18, 2025, President Donald J. Trump signed an Executive Order (EO), entitled, “Restoring Democracy and Accountability in Government,” which asserts greater authority over all federal agencies, including those established by Congress as independent from direct presidential control. The EO specifically lists the Securities and Exchange Commission (SEC)
Continue Reading Executive Order on federal agencies
The staff of the US Securities and Exchange Commission (SEC) rescinded prior Staff Legal Bulletin 14L (SLB 14L) and issued Staff Legal Bulletin 14M (SLB 14M) on February 12, 2025. SLB 14M is intended to clarify the views of the SEC staff (Staff) on the scope and application of Rule
Continue Reading Shareholder proposals – the great reset again!
On February 20, 2025, the Securities and Exchange Commission (SEC) announced the creation of the Cyber and Emerging Technologies Unit (CETU), which will focus on combatting cyber-related misconduct and protecting retail investors from bad actors in the emerging technologies space.
The CETU, which includes approximately 30 fraud specialists and attorneys
Continue Reading SEC announces creation of Cyber and Emerging Technologies Unit
It may now be more difficult to use the exempt solicitation process as a messaging tool. As one of the first acts of the new US Securities and Exchange Commission (SEC) Administration, the staff of the SEC revised certain Compliance and Disclosure Interpretations (C&DIs) related to the use of Notice
Continue Reading Notice of Exempt Solicitations are under scrutiny
On February 11, 2025, Acting US Securities and Exchange Commission (SEC) Chairman and Commissioner Mark Uyeda announced that he has directed the SEC staff to notify the US Court of Appeals for the Eighth Circuit of the changed circumstances surrounding the SEC’s position on the climate disclosure rules. He has
Continue Reading Acting SEC Chair Uyeda will seek pause in climate rules litigation
On February 4, 2025, SEC Commissioner Hester Peirce, who chairs the newly announced Crypto Task Force, released a statement regarding initial plans for the Task Force, including:
