Life Sciences Quarterly: A View From Washington: What to Expect From the SEC
Like an accordionist, real estate sponsors often seek to be innovative. Cutting-edge opportunities like crowdfunding and online selling platforms call to them. However, based on statistics from the Securities and Exchange...more
Under the Securities Act of 1933 (1933 Act), all securities offerings must be registered with the SEC unless there is an exemption. Registering securities is a costly and time-consuming process requiring SEC review and...more
The SEC’s Office of the Advocate for Small Business Capital Formation (“OASB”) recently issued its 2021 Annual Report (the “Report”), which reviews the capital raising activities of a variety of companies, from startups and...more
Until now, disclosure requirements for exempt securities offerings sometimes felt as disruptive as repeated metronome changes. A small business or real estate issuer might have to develop different disclosures for their Rule...more
In a 3-2 vote held in November 2020, the SEC approved new rules and amendments to existing rules that are intended to harmonize, simplify and improve the private placement regime that start-ups and other issuers, small and...more
On November 2, 2020, the Securities and Exchange Commission voted to harmonize, simplify, and improve the current tangled framework for exempt securities offerings, a move intended to promote capital formation and expand...more
Most start-up businesses and real estate funds are in the same position as professional violinists–they don’t have sufficient capital to finance their business plans or real estate acquisitions. They may have access to some...more
The Office of the Advocate for Small Business Capital Formation published its annual report to the Committee on Banking, Housing and Urban Affairs of the U.S. Senate and the Committee on Financial Services of the US House of...more
After a long wait, the US Securities and Exchange Commission (SEC) has permitted a startup company to raise funds from the general public through a supervised security token offering (STO) under Reg A+ regulations....more
The Securities and Exchange Commission recently released the final report from the 2018 Government-Business Forum on Small Business Capital Formation. The report highlights the recommendations of attendees in ranked order...more
With the proliferation of smaller companies seeking to grow their businesses, gain credibility and access capital, Regulation A+ is now increasingly being used as a fundraising tool. ...more
Earlier this month, the House of Representatives approved in a landslide vote the Improving Access to Capital Act (HR 2864), which would extend the use of Regulation A, an exemption from registration under the Securities Act,...more
On September 13, 2017, the SEC Advisory Committee on Small and Emerging Companies held an open meeting to discuss the Sarbanes-Oxley (“SOX”) auditor attestation requirement, the final report that will be issued prior to the...more
SEC Concerns with the “Piggyback” Exception of Rule 15c2-11 - Rule 15c2-11 (“Rule 15c2-11”) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), sets forth procedures for the submission and...more
The United States Court of Appeals for the District of Columbia has entered a briefing schedule in Montana’s and Massachusetts’ challenge to Regulation A+. The states’ briefs are due August 26, the SEC’s brief is due...more
The amended Regulation A became effective on June 19, 2015, and the SEC has recently provided helpful guidance about it. On June 18, 2015, the SEC made available “Amendments to Regulation A: A Small Entity Compliance Guide”...more
Section 182. Rules 251 to 263: Question 182.01 - Question: Where an issuer elects to non-publicly submit a draft offering statement for staff review pursuant to Rule 252(d) of Regulation A before publicly filing...more
Montana and Massachusetts previously filed suit to challenge Regulation A+ adopted by the SEC under the JOBS Act. On June 5, 2015, Montana requested that the Commission stay the effective date of the amendments to Regulation...more
Montana has joined Massachusetts in a challenge to Regulation A+ adopted pursuant to the JOBS Act. The Montana and Massachusetts cases have been consolidated....more
The Secretary of the Commonwealth of Massachusetts has filed a petition for review of Regulation A+. The Secretary is asking that the rule be vacated because it is arbitrary, capricious and not in accordance with the...more
Eligibility and Offering Size - For many years, SEC Regulation A languished as an exemption from registration that nobody really used. Although securities issued in a Regulation A offering are not “restricted securities”...more
Americans are standing on the cusp of a revolution in how we access and use money, a revolution that could make our economic lives more secure and our economy more robust. Just as e-commerce freed merchants and customers from...more
On June 19, 2015, amended Regulation A recently adopted by the SEC will become effective. The new Regulation A, mandated by the JOBS Act and often dubbed as Regulation A+, is a significant improvement over the old Regulation...more
This special edition of the Financial Services Law Newsletter includes a series of blog posts written by Peer-to-Peer Lending and Crowdfunding partner Brian S. Korn for the LendItUSA 2015 conference to be held April 13-15 in...more
On March 25, the SEC adopted final rules updating and expanding Regulation A, which provides an exemption from registration for smaller issuers of securities, to implement Title IV of the Jumpstart Our Business Startups...more