The Securities and Exchange Commission announced the agenda for the upcoming meeting on January 24, 2020 of its Investor Advisory Committee.  The Committee will hold a telephonic meeting and will consider the SEC’s proxy voting advice and Rule 14a-8 proposed rulemakings, as well as market structure issues related to rebate tier disclosure.  For information on joining the meeting, click here.  The agenda can be found here.…

Recently, the SEC’s Office of the Investor Advocate released its report on its fiscal 2019 activities.  The report cites staffing challenges that have impaired the ability of the SEC’s Ombudsmen to respond to matters brought by investors, which tripled in number during the fiscal year. The report reviews the Office’s activities in nine areas: public company disclosure, equity market structure, fixed income market reforms, accounting and auditing, standards of conduct for broker-dealers and investment advisers,…

Yesterday, the Securities and Exchange Commission approved FINRA’s proposed amendments to its Corporate Financing Rule, which are intended to modernize, simplify, and streamline the rule.  FINRA’s amendments address, among other things, (1) filing requirements; (2) filing requirements for shelf offerings; (3) exemptions from filing and substantive requirements; (4) underwriting compensation; (5) venture capital exceptions; (6) treatment of non-convertible or non-exchangeable debt securities and derivatives; (7) lock-up restrictions; (8) prohibited terms and arrangements; and (9) defined…

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 Representatives as required by the Exchange Act.  2019 was the first year of operations for the Office and, as indicated by the Report, many of the activities during the year were focused on outreach and investor education. …

We previously blogged about the recent AICPA conference. At the conference, representatives from the Office of Chief Accountant also shared some views regarding the discontinuation of LIBOR. The Staff of the OCA joined in the July 2019 statement with the SEC Staff from the Division of Corporation Finance, the Division of Investment Management and the Division of Trading and Markets on LIBOR discontinuation. Since, the Staff of the OCA has been following emerging accounting issues…

FINRA’s rules relating to equity IPOs, on spinning and withholding and IPO allocations, which came into effect following the dot-com bust, were recently amended. The amendments to Rule 5130, relating to restrictions on the purchase and sale of initial equity public offerings, and Rule 5131, relating to IPO allocations and distributions, will become effective on January 1, 2020. FINRA issued Regulatory Notice 19-37 to provide guidance to member firms. The amendments, which are intended to…

Today, the Securities and Exchange Commission voted to approve a proposing release for comment that would amend the definition of “accredited investor,” as well as amend the definition of “qualified institutional buyer.” Amendments to the accredited investor definition have been discussed for many years now. The Dodd-Frank Act in 2010 amended the definition in certain respects and required that the SEC consider the definition. In 2015, the SEC Staff released its Report on the Review…