SEC/CORPORATE -
SEC Proposes Modernization of Filing Fee Disclosure and Payment Methods -
On October 24, the Securities and Exchange Commission proposed amendments to update filing fee disclosure and payment methods....more
11/4/2019
/ AML/CFT ,
Broker-Dealer ,
CFTC ,
Derivatives ,
Disclosure Requirements ,
Financial Conduct Authority (FCA) ,
Financial Industry Regulatory Authority (FINRA) ,
Foreign Private Issuers ,
Proxy Voting Guidelines ,
Securities and Exchange Commission (SEC) ,
XBRL Filing Requirements
SEC/CORPORATE -
SEC Issues Legal Bulletin Regarding Shareholder Proposals Exclusion -
On October 16, the staff of the Division of Corporation Finance (Staff) of the Securities and Exchange Commission issued Staff...more
10/21/2019
/ AML/CFT ,
Asset Management ,
Broker-Dealer ,
CFTC ,
Corporate Governance ,
Derivatives ,
Digital Assets ,
Financial Conduct Authority (FCA) ,
FinCEN ,
Rule 14a-8 ,
Rule 14a-8(i)(7) ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shareholder Proposals ,
Swaps ,
Virtual Currency
SEC/CORPORATE -
New SEC Rule Expands “Test-the-Waters” to All Issuers -
On September 26, the Securities and Exchange Commission adopted a new rule to allow all issuers, not just emerging growth companies, to utilize...more
9/30/2019
/ Accredited Investors ,
Emerging Growth Companies ,
Financial Conduct Authority (FCA) ,
Financial Industry Regulatory Authority (FINRA) ,
Institutional Investors ,
Proposed Rules ,
Qualified Institutional Buyers ,
Regulation FD ,
Securities and Exchange Commission (SEC) ,
Testing-the-Waters Communications ,
UK Brexit
SEC/CORPORATE -
SEC Staff Announces Changes to Rule 14a-8 No-Action Request Process -
On September 6, the staff of the Division of Corporation Finance (the Staff) of the Securities and Exchange Commission announced...more
9/16/2019
/ Broker-Dealer ,
CFTC ,
Consolidated Audit Trail ,
Corporate Governance ,
EMIR ,
European Securities and Markets Authority (ESMA) ,
Financial Conduct Authority (FCA) ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Markets ,
No-Action Letters ,
No-Action Requests ,
Proposed Amendments ,
Regulation Best Interest ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
SEC/CORPORATE -
Federal Court Rules Investment Fund is 10 Percent Owner in Section 16 Case -
On August 20, a federal magistrate judge in the Eastern District of New York granted a motion for summary judgment in a...more
SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DIs Regarding Inline XBRL -
On August 20, the staff of the Division of Corporation Finance (the staff) of the Securities and Exchange Commission released...more
8/26/2019
/ C&DIs ,
CFTC ,
Cryptocurrency ,
Derivatives ,
Enforcement Actions ,
European Commission ,
European Securities and Markets Authority (ESMA) ,
FDIC ,
Investment Adviser ,
Proxy Season ,
Proxy Voting Guidelines ,
Regulation FD ,
Securities and Exchange Commission (SEC) ,
XBRL Filing Requirements
SEC/CORPORATE –
SEC Proposes to Modernize Business, Legal Proceedings and Risk Factor Disclosures Required by Regulation S-K –
On August 8, the Securities and Exchange Commission proposed amendments to modernize the...more
8/19/2019
/ Business Development ,
Disclosure Requirements ,
EMIR ,
EU ,
European Commission ,
European Supervisory Authorities (ESAs) ,
GAAP ,
Investment Firms ,
MD&A Statements ,
MiFID II ,
Proposed Amendments ,
Public Comment ,
Regulation S-K ,
Risk Factors ,
Securities and Exchange Commission (SEC)
SEC/CORPORATE -
SEC Proposes Amendments to Update the Accelerated and Large Accelerated Filer Definitions -
On May 9, the Securities and Exchange Commission proposed amendments to the accelerated filer and large...more
5/20/2019
/ Accelerated Filers ,
Broker-Dealer ,
CFTC ,
CRD IV Directive ,
CRR II ,
Financial Industry Regulatory Authority (FINRA) ,
ICFR ,
Internal Controls ,
Proposed Amendments ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Smaller Reporting Companies ,
Threshold Requirements
SEC/CORPORATE -
SEC-Proposed Amendments to Financial Disclosures for Acquisitions and Dispositions of Businesses -
As a result of the Securities and Exchange Commission’s 2015 request for comments on Regulation S-X, the...more
5/13/2019
/ CFTC ,
Commodity Exchange Act (CEA) ,
Disclosure Requirements ,
Enforcement Actions ,
European Securities and Markets Authority (ESMA) ,
Financial Conduct Authority (FCA) ,
Financial Statements ,
Proposed Amendments ,
Regulation S-X ,
Securities and Exchange Commission (SEC) ,
UCITS ,
UK
SEC/CORPORATE -
SEC Adopts Rules to Modernize and Simplify Disclosure -
The Securities and Exchange Commission recently adopted final rules to modernize and simplify the disclosure requirements for public companies...more
4/15/2019
/ Broker-Dealer ,
Confidential Information ,
Corporate Financing Rule ,
Cryptoassets ,
Digital Assets ,
Disclosure Requirements ,
Final Rules ,
Financial Industry Regulatory Authority (FINRA) ,
Fixing America’s Surface Transportation Act (FAST Act) ,
Form 10-K ,
GAAP ,
Proposed Rules ,
Regulation S-K ,
Securities and Exchange Commission (SEC)
SEC/CORPORATE -
SEC Proposes To Expand “Test-the-Waters” Reforms to All Issuers -
On February 19, the Securities and Exchange Commission proposed Rule 163B under the Securities Act of 1933, which would permit any...more
3/4/2019
/ CFTC ,
Corporate Issuers ,
Emerging Growth Companies ,
EU ,
Financial Conduct Authority (FCA) ,
JOBS Act ,
Litigation Funding ,
MiFIR ,
Proposed Rules ,
Qualified Institutional Buyers ,
Regulation FD ,
Securities and Exchange Commission (SEC) ,
Testing-the-Waters Communications ,
UK ,
UK Brexit
SEC/CORPORATE -
SEC Issues C&DI on Disclosure of Self-Identified Director Diversity Characteristics -
On February 6, the staff of the Division of Corporation Finance of the Securities and Exchange Commission released...more
2/11/2019
/ C&DIs ,
Central Counterparties ,
Corporate Governance ,
Depository Institutions ,
EMIR ,
EU ,
EU Central Securities Depository Directive ,
Memorandum of Understanding ,
MiFIR ,
No-Deal Brexit ,
Office of Financial Sanctions Implementation (OFSI) ,
Securitization ,
UK Brexit
SEC/CORPORATE -
SEC Adopts Final Rules for Disclosure of Hedging Policies -
The Securities and Exchange Commission recently announced that it had at last adopted final rules to implement Section 14(j) (Disclosure of...more
SEC/CORPORATE -
California Adopts Law Regarding Female Representation on Boards of Directors of Publicly Held Companies -
On September 30, California Governor Jerry Brown signed into law California Senate Bill 826 (SB...more
10/8/2018
/ Australia ,
Bank Secrecy Act ,
Benchmarks ,
Board of Directors ,
CFTC ,
Commodity Trading Advisors (CTAs) ,
Corporate Governance ,
CPOs ,
Cross-Border Transactions ,
Diversity ,
EU Market Abuse Regulation (EU MAR) ,
FinTech ,
Gender Equity ,
Libor ,
MiFID II ,
MiFIR ,
Swaps ,
UK Brexit ,
Woman Board Members
SEC/CORPORATE -
SEC Adopts Amendments To Simplify and Update Certain Disclosure Requirements -
On August 17, the Securities and Exchange Commission announced the adoption of proposed rule amendments (Amendments) to...more
8/27/2018
/ Amended Regulation ,
Bitcoin ,
Chief Compliance Officers ,
Compliance ,
Disclosure Requirements ,
Exchange-Traded Products ,
MLD4 ,
Municipal Securities Issuers ,
Publicly-Traded Companies ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Third Country Entities (TCEs) ,
UK Brexit
SEC/CORPORATE -
SEC Issues Smaller Reporting Company Compliance Guide -
On August 10, the staff of the Securities and Exchange Commission published A Small Entity Compliance Guide for Issuers (the Guide), which...more
8/20/2018
/ Antitrust Provisions ,
CFIUS ,
CFTC ,
Corporate Governance ,
Court of Justice of the European Union (CJEU) ,
Crowdfunding ,
Derivatives ,
ECON ,
FIRRMA ,
Foreign Investment ,
Futures Commission Merchants (FCMs) ,
Smaller Reporting Companies
SEC/CORPORATE -
SEC Amends the Definition of “Smaller Reporting Company” -
On June 28, the Securities and Exchange Commission announced that it adopted amendments to the definition of “smaller reporting company,” which...more
7/23/2018
/ Alternative Trading System (ATS) ,
Bitcoin ,
Corporate Governance ,
Derivatives Clearing Organizations ,
EU Benchmark Regulation ,
Risk Alert ,
Rule 701 ,
Securities Exchange Act ,
Smaller Reporting Companies ,
Sovereign Debt ,
UK Brexit ,
Virtual Currency ,
Volcker Rule
SEC/CORPORATE -
Dodd-Frank Legislation Directs SEC to Amend Rule 701 and Regulation A+ -
On May 24, President Trump signed into law the Economic Growth, Regulatory Relief and Consumer Protection Act. While the Act...more
SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DIs on Proxy Rules and Proxy Statements, Overhauling Telephone Interpretations Manual -
On May 11, the staff of the Division of Corporation Finance of the...more
SEC/CORPORATE -
SEC Guidance Expanding Exclusions for Non-GAAP Information -
The Securities and Exchange Commission’s Division of Corporation Finance issued two new Compliance and Disclosure Interpretations (C&DI),...more
5/14/2018
/ C&DIs ,
Customer Due Diligence (CDD) ,
EU ,
FinTech ,
Institutional Shareholder Services (ISS) ,
Non-GAAP Financial Measures ,
Portal ,
Recovery Plans ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
UK
SEC/CORPORATE -
SEC Approves NYSE Rule to Facilitate Listing Without an IPO -
On February 2, the Securities and Exchange Commissions approved a New York Stock Exchange (NYSE) rule change that facilitates the listing...more
2/13/2018
/ Banks ,
Broker-Dealer ,
Derivatives ,
EU ,
Financial Conduct Authority (FCA) ,
Financial Industry Regulatory Authority (FINRA) ,
General Data Protection Regulation (GDPR) ,
Government Securities ,
Listing Rules ,
Margin Requirements ,
MiFID II ,
NYSE ,
OCIE ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Short Selling ,
Swaps ,
UK
FASB Ceases Work on Proposal To Amend Definition of “Materiality” for US GAAP -
As previously discussed in the September 1edition of Corporate & Financial Weekly Digest, the Financial Accounting Standards Board (FASB) had...more
12/4/2017
/ C&DIs ,
Corporate Governance ,
Due Diligence ,
FinCEN ,
GAAP ,
Institutional Shareholder Services (ISS) ,
Proxy Season ,
Proxy Voting Guidelines ,
Rule 701 ,
UK Brexit ,
Virtual Currency
SEC/CORPORATE -
On November 1, the Division of Corporation Finance of the Securities and Exchange Commission (Division) published Staff Legal Bulletin No. 14I (SLB 14I), which provides new, issuer-friendly guidance on...more
SEC/CORPORATE -
SEC Division of Corporation Finance Issues C&DI Clarifying Exemptions for Non-GAAP Information in Forecasts for M&A Transactions -
On October 17, the staff of the Securities and Exchange Commission’s...more
11/6/2017
/ C&DIs ,
Commission Delegated Regulation ,
Consolidated Audit Trail ,
EU ,
Financial Conduct Authority (FCA) ,
Futures ,
Margin Requirements ,
No-Action Relief ,
Non-GAAP Financial Measures ,
Regulation S-K ,
UK
SEC/CORPORATE -
SEC Approves PCAOB Rule to Require Enhanced Audit Reports -
On October 23, the Securities and Exchange Commission approved new audit reporting standard, AS 3101, proposed by the Public Company Accounting...more