The Securities and Exchange Commission’s (SEC) Small Business Capital Formation Advisory Committee (the “Committee”) will meet on May 6, 2025 to consider the market impact and challenges associated with Regulation A....more
In perhaps one of the most significant revisions to the Delaware General Corporation Law (DGCL), on March 25, 2025, the governor signed into law amendments overhauling much of the state’s law relating to conflicted...more
Introduction -
Convertible bonds are, customarily, fixed rate debt instruments issued by a company (the “issuer”), the terms of which allow the holders of the bonds to convert them into ordinary shares (common stock) of...more
On March 27, 2025, the Securities and Exchange Commission (SEC) voted to end its defense of the climate-related disclosure rules, which, even as scaled back when finally adopted, still would have required fairly substantial...more
On March 20, 2025, the SEC’s Staff of the Division of Corporation Finance (the “Division”) issued a statement providing its views that crypto mining activities (as defined in its statement) do not involve the offer and sale...more
The current proxy season presents new challenges and opportunities for U.S. companies as they face shifting expectations regarding board diversity. There are a number of notable developments. The Fifth Circuit Court of...more
Acting SEC Chair Uyeda spoke at the Institute of International Bankers’ (IIB) Annual Washington DC Conference on March 11, 2025, about the U.S. Treasury markets.
Acting Chair Uyeda discussed the regulation of exchanges....more
On March 3, 2025, the Staff of the Division of Corporation Finance of the Securities and Exchange Commission (the “SEC”) announced a new policy, with immediate effect, expanding the accommodations available for issuers that...more
3/7/2025
/ Capital Markets ,
Compliance ,
Disclosure Requirements ,
Filing Requirements ,
Initial Public Offering (IPO) ,
Publicly-Traded Companies ,
Registration Requirement ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation ,
Special Purpose Acquisition Companies (SPACs)
The U.S. Securities and Exchange Commission’s Investor Advisory Committee (the “Committee”) will meet March 6, 2025. During this meeting, the Committee will present its recommendations to the SEC concerning traceability...more
Yesterday, the Staff of the Division of Corporation Finance of the Securities and Exchange Commission announced a new policy permitting confidential submission of registration statements in additional circumstances in order...more
On February 28, 2025, House Financial Services Committee Chairman French Hill (R-AR), Senate Banking Committee Chairman Tim Scott (R-SC), and Senator Tom Cotton (R-AR) sent a letter (the “Letter”) to Securities and Exchange...more
On February 25, 2025, the SEC extended the compliance dates for Rule 17ad-22(e)(18)(iv)(A) and (B) under the Securities Exchange Act for eligible cash market transactions by one year to December 31, 2026, and for eligible...more
The Financial Industry Regulatory Authority, Inc. (“FINRA”) published its 2025 FINRA Annual Regulatory Oversight Report (the “Report”), which builds on the structure and content of FINRA’s prior reports for 2021-2024. This...more
2/25/2025
/ Artificial Intelligence ,
Automated Clearing House (ACH) ,
Cryptocurrency ,
Cybersecurity ,
Emerging Growth Companies ,
Financial Crimes ,
Financial Industry Regulatory Authority (FINRA) ,
Fraud ,
Information Technology ,
Innovative Technology ,
Investment ,
Investment Firms ,
Reporting Requirements ,
Risk Management ,
Third-Party Risk
The SEC is set to hold an open meeting on February 26, 2025, to discuss extending compliance deadlines and granting temporary exemptions for covered clearing agencies (CCAs) handling U.S. Treasury securities. This review...more
On February 19, 2025, the Securities and Exchange Commission (the “Commission” or “SEC”) dropped its appeal of a ruling by the U.S. District Court for the Northern District of Texas (“District Court”) on November 6, 2024 that...more
Over the past few years, we have seen growing interest in Commercial Paper (CP) programmes with a sustainable focus.
Traditionally used by corporations, financial institutions, sovereigns, and other issuers for...more
2/18/2025
/ Capital Markets ,
Carbon Emissions ,
Climate Change ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Financial Institutions ,
Renewable Energy ,
Risk Management ,
Sustainability ,
Sustainable Finance ,
Sustainable Projects
On February 5, 2025, Robert Cook, President and Chief Executive Officer of the Financial Industry Regulatory Industry, Inc. (“FINRA”), announced that FINRA will not set an effective date for its recent amendments (the...more
On February 7, 2025, the US Securities and Exchange Commission (SEC) provided a temporary exemption from compliance with Rule 13f-2 under the Securities Exchange Act and the associated Form SHO reporting. Originally, the...more
The Securities and Exchange Commission (SEC) staff issued updated FAQs regarding Rule 35d-1 under the Investment Company Act of 1940 (the “Names Rule”) on January 8, 2025. These updates reflect amendments that were adopted...more
The Investment Company Institute (ICI) has asked the Securities and Exchange Commission (SEC) in a comment letter to delay enforcement of its new short sale disclosure rules (the “Short Sale Final Rules”) until additional...more
The Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC) have extended the compliance deadline for the amendments to Form PF, moving it from March 12, 2025 to June 12, 2025....more
The Securities and Exchange Commission’s (SEC) Small Business Capital Formation Advisory Committee will meet on February 25, 2025 to discuss capital-raising challenges for emerging fund managers and smaller public companies...more
According to CB Insights’ State of Fintech 2024 Report (the “Report”), global fintech companies raised $33.7 billion in private placements in 2024, marking a 20% drop year-over-year. Deal volume also declined, with 3,580...more
The Securities and Exchange Commission (SEC) announced that Mark T. Uyeda has been appointed Acting Chair. The Acting Chair has served as an SEC Commissioner since June 2022 and brings extensive experience to the role,...more
This Legal Update summarizes the US Securities and Exchange Commission’s 2025 calendar year filing deadlines and financial statement staleness dates....more