News & Analysis as of

Final Rules Dodd-Frank Wall Street Reform and Consumer Protection Act Securities and Exchange Commission (SEC)

Katten Muchin Rosenman LLP

The SEC Adopts Rules Amending the Covered Clearing Agency Standards

The Securities and Exchange Commission (SEC) has recently adopted final rules applicable to SEC-registered Covered Clearing Agencies (CCA), which are intended to help protect investors by enhancing CCAs’ risk management...more

Woodruff Sawyer

Clawbacks Can’t Touch This: Executives, Protect Your Pay with Clawback Insurance

Woodruff Sawyer on

It’s been a year since the SEC’s compensation clawback rules took effect. Since then, US-listed public companies have implemented compliant compensation clawback policies that require executive officers to pay back...more

Holland & Knight LLP

Private Fund Advisers, Breathe Easier: Fifth Circuit Vacates Private Fund Rules

Holland & Knight LLP on

The New Orleans-based U.S. Court of Appeals for the Fifth Circuit (Court), on June 5, 2024, vacated the new private fund rules (Private Fund Rules) adopted by the SEC in August 2023, resulting in a significant victory for...more

Williams Mullen

SEC Private Fund Rule Struck Down by US Appeals Court

Williams Mullen on

A U.S. appeals court struck down a newly adopted Securities and Exchange Commission (“SEC”) rule implementing a series of new disclosure requirements and restrictions on private fund advisors....more

Seyfarth Shaw LLP

SEC's Private Fund Advisers Rule Struck Down by Fifth Circuit

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The Fifth Circuit Court of Appeals (Fifth Circuit) today issued its ruling striking down the “Private Fund Advisers Rule” (the “PFA”). The proposed PFA was introduced on February 9, 2022 (“Proposed Rule”). The Securities and...more

Proskauer Rose LLP

Fifth Circuit Strikes Down Private Fund Adviser Rules

Proskauer Rose LLP on

In a significant decision released Wednesday morning, a unanimous three-judge panel for the U.S. Court of Appeals for the Fifth Circuit vacated what have come to be known as the Private Fund Adviser Rules, a set of rules and...more

Foley Hoag LLP

Fifth Circuit Vacates New Private Funds Rules

Foley Hoag LLP on

In a 3-0 decision issued today, June 5, 2024, the Fifth Circuit Court of Appeals (the “Court”) vacated the new private funds rule adopted by the Securities and Exchange Commission (the “SEC”) on August 23, 2023 (the “Rule”)....more

Seward & Kissel LLP

Fifth Circuit Vacates the Private Fund Advisers Rules in their Entirety

Seward & Kissel LLP on

On June 5th, the United States Court of Appeals for the Fifth Circuit (the “Fifth Circuit”) vacated the Securities and Exchange Commission’s (the “SEC”) final rule regarding the regulation of private fund advisers (the “Final...more

Proskauer - Employee Benefits & Executive...

Dodd-Frank Clawback Policy: Additional Action Required for NYSE-Listed Companies by December 31, 2023

Public companies nationwide have spent their summer and fall compensation seasons finalizing compensation clawback policies ahead of the December 1, 2023 deadlines set by the New York Stock Exchange (the “NYSE”) and the...more

Katten Muchin Rosenman LLP

Copy and Paste: The SEC Adopts Security-Based Swap Execution Facility Rules that Closely Resemble Existing CFTC Swap Execution...

After issuing two proposals, the Securities and Exchange Commission (SEC) adopted final rules (Final Rules) to establish its trading regime for security-based swaps (SBS) as required under the Dodd-Frank Wall Street Reform...more

Paul Hastings LLP

SEC Adopts Rules Enhancing Short Sale Disclosures

Paul Hastings LLP on

On October 13, 2023, the U.S. Securities and Exchange Commission (the “SEC”) adopted final rules requiring the reporting and disclosure of short sale trade data information. New Rule 13f-2 implements new obligations on...more

Dechert LLP

SEC Current Reporting Requirements for Private Funds Become Effective in December

Dechert LLP on

Key Takeaways - Following the SEC’s adoption, earlier this year, of changes to Form PF, large hedge fund advisers will face, for the first time, a requirement to report certain events to the SEC within 72 hours. ...more

Sheppard Mullin Richter & Hampton LLP

Stock Exchange Deadline Approaches for Adopting SEC Compliant Clawback Policy

With the Labor Day holiday now in the rear view mirror, we wanted to remind companies whose shares are listed on the NYSE/Nasdaq stock exchanges that the deadline for implementing a so-called “Clawback Policy” is fast...more

Dechert LLP

SEC Finalizes Changes to Private Fund Rules

Dechert LLP on

Today, the Securities and Exchange Commission adopted new and amended rules under the Investment Advisers Act of 1940, as amended (Final Rules) that will significantly reform the scope of reporting, disclosure and other...more

Lowenstein Sandler LLP

SEC Adopts Rules to Combat Fraud and Undue Influence in the Security-Based Swap Market

Lowenstein Sandler LLP on

On June 7, 2023, the Securities and Exchange Commission (“SEC”) adopted, pursuant to the Securities Exchange Act of 1934 (“Exchange Act”), (i) new Rule 9j-1 to combat fraud, manipulation, and deception in connection with...more

Manatt, Phelps & Phillips, LLP

Dodd-Frank Clawback Rule: NYSE and Nasdaq Extend Effective Date for Compliance to December 1, 2023

On June 9, 2023, the Securities and Exchange Commission (SEC) approved the “clawback” listing standards proposed by the New York Stock Exchange (NYSE) and Nasdaq, including the amendments filed by each, extending the...more

BakerHostetler

SEC Approves Final Nasdaq and NYSE Rules Regarding Recovery of Incentive-Based Executive Compensation Awarded in Error with...

BakerHostetler on

The Dodd-Frank Act of 2010 added Section 10D to the Exchange Act, which requires the Securities and Exchange Commission (SEC) to direct national securities exchanges to prohibit the listing of issuers that do not develop and...more

Woodruff Sawyer

The SEC’s New Compensation “Clawback” Rules: What Directors and Officers Should Know

Woodruff Sawyer on

The US Securities and Exchange Commission (SEC) adopted new rules in October 2022 that implement the compensation recovery (“clawback”) provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010...more

Keating Muething & Klekamp PLL

Securities Snapshot: 1st Quarter 2023 - 2022 Final Rules Now in Effect: What You Need to Know

Securities and Exchange Commission rulemaking continued at a brisk pace in the first quarter of 2023 as the Commission implemented several significant reporting and compliance regulations adopted in 2022. Final rules and...more

BakerHostetler

SEC Clarifies Dodd-Frank Act Pay-Versus-Performance Rules with New C&DIs

BakerHostetler on

As registrants work toward including the new required Item 402(v) of Regulation S-K executive compensation disclosure, the SEC issued new C&DIs to provide some much-needed guidance in applying the Final Rules....more

Kennedys

The SEC Incentive-Based Compensation Clawback Rule is now effective

Kennedys on

On January 27, 2023, the SEC’s new Executive Compensation Clawback Rules became effective. The rules require listed companies to: (1) develop and implement a policy to recover erroneously awarded incentive-based compensation...more

Perkins Coie

Final Clawback Rules Adopted by the SEC

Perkins Coie on

On October 26, 2022, the U.S. Securities and Exchange Commission (SEC) adopted final rules implementing Section 954 of the Dodd‑Frank Act. The final rules were published in the Federal Register on November 28, 2022...more

Proskauer - Employee Benefits & Executive...

Final SEC Clawback Rules: Key Dates that Issuers Need to Know

On November 28, 2022, the Securities and Exchange Commission (the “SEC”) published the final clawback rules (the “Final Rules”) under the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”) in the Federal...more

Kohn, Kohn & Colapinto LLP

Takeaways from the SEC Whistleblower Office’s Annual Report

Each year the U.S. Securities and Exchange Commission (SEC) Office of the Whistleblower releases an Annual Report to Congress detailing the activities of the highly successful SEC Whistleblower Program. The annual report for...more

Eversheds Sutherland (US) LLP

SEC adopts “clawback” rules for erroneously awarded executive compensation

On October 26, 2022, the Securities and Exchange Commission (the SEC) approved final rules (the Clawback Rules) requiring publicly traded companies to develop, implement and disclose policies providing for recovery, or...more

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