The Securities and Exchange Commission’s Small Business Capital Formation Advisory Committee recently published the agenda for its upcoming November 12, 2019 meeting. The Committee will gather to discuss the Commission’s recent Concept Release seeking comments on the exempt offering framework. The first panel will discuss, among other topics, harmonization, the regulation of offers and sales, the accredited investor definition, and the regulation of crowdfunded investments. In the afternoon, the Committee will discuss pooled investment funds.…

The Securities and Exchange Commission announced a meeting of the Investor Advisory Committee on November 7, 2019.  The meeting will begin at 9:30 a.m. ET and is open to the public.  The meeting will be webcast live and archived on the committee’s website for later viewing.  The Committee will discuss and consider whether investors use environmental, social, and governance (ESG) data in investment/capital allocation decisions, and also the SEC’s Concept Release on Harmonization of Securities…

The Securities and Exchange Commission issued a statement (see link) that seeks innovative proposals that would improve the secondary market structure for exchange listed equity securities that trade in lower volumes, or “thinly traded securities.” Small cap companies are particularly adversely affected by limited liquidity. The Commission also shared a background paper produced by the Staff of the Division of Trading & Markets (background paper found here) that outlines prior studies and data…

On September 26, 2019, the US Securities and Exchange Commission extended the ability to test the waters to all issuers by adopting the highly anticipated new Rule 163B under the Securities Act of 1933 (the Securities Act). The new rule allows any issuer, or any person acting on the issuer’s behalf, to engage in test the waters communications with potential investors that are reasonably believed to be institutional accredited investors (IAIs) and qualified institutional buyers…

One of the Securities and Exchange Commission’s priorities under Chair Clayton’s leadership has been protection of retail investors, including through rigorous enforcement of microcap fraud.  Consistent with that focus, yesterday, the Commission released proposed amendments to Securities Exchange Act Rule 15c2-11.  This rule requires that certain issuer information be made available to and be reviewed by broker-dealers before broker-dealers publish quotes for the issuer’s securities on the OTC market.  The proposed changes would update the…

On September 17, 2019, the Securities and Exchange Commission (SEC) proposed rules to update the statistical disclosures that bank and savings and loan registrants provide to investors. The proposed rules would rescind Industry Guide 3, Statistical Disclosure by Bank Holding Companies (Guide 3), codify certain Guide 3 disclosures into a new Subpart 1400 of Regulation S-K, eliminate other Guide 3 disclosures that overlap with other SEC disclosure requirements, U.S. Generally Accepted Accounting Principles (GAAP) or…