On December 13, 2022, the Securities and Exchange Commission (SEC) announced changes with respect to the monitoring of non-GAAP (Generally Accepted Accounting Principles) financial measures in SEC filings. The SEC issued seven new or revised Compliance and Disclosure Interpretations (C&DIs) focusing on these financial measures. You can find further details on this here. This shift…
The world of Non-Fungible Tokens (NFTs) is no stranger to controversy, with the recent announcement by the US Securities and Exchange Commission (SEC) adding more fuel to the fire. The SEC announced charges and settlements against two notable NFT issuers for allegedly conducting illegally unregistered securities offerings in the guise of NFTs, breaching Section 5…
Last week saw the Securities and Exchange Commission (SEC) suggesting modifications to the EDGAR system with a focus on boosting EDGAR security, mostly pertaining to EDGAR filer access and account management. An insight provided by SEC Chair Gary Gensler gave a context to the proposed adjustments. Highlighting how significantly the environment has transformed in the…
The landscape of investment in the United States is witnessing significant shifts, largely driven by a series of regulatory changes by US agencies. Many of these changes are aimed at making the investment process more transparent, affecting not only domestic players but also how international entities, such as Sovereign Wealth Funds (SWFs), navigate their US…
With global climate change significantly affecting numerous industries, the information about stricter regulation measures in the state with the largest U.S. economy is of major importance for many multinational legal practitioners. Last week, California’s Legislature passed two substantial climate disclosure bills: SB 253, also known as the Climate Corporate Data Accountability Act (CCDAA), and SB…
In 2022, legal chiefs in the technology sector significantly surpassed their peers in other industries in terms of earnings, despite the tech industry facing considerable layoffs and a downturn in stock prices. This revelation comes as findings from Corporate Counsel and ALM Intelligence’s 2023 General Counsel Compensation Report indicate that eleven out of the twenty…
In the realm of corporate law, the dynamics around share transfer and voting rights are intricate. Strict conventions are usually followed, whereby only the record owners of shares on the record date are entitled to vote under the California General Corporation Law. Yet, as one might anticipate, even such seemingly rigid norms have their exceptions….
International law firm King & Spalding has successfully secured a foreign law license to operate in Saudi Arabia. This decision demonstrates a marked shift in the firm’s expansion strategy into high-stakes Middle Eastern legal terrains. Simultaneously, Bracewell, another law firm with a significant global footprint, has been focusing its expansion efforts in Dubai, with a…
As many legal professionals are aware, the U.S. Securities and Exchange Commission’s (SEC) decision to withdraw its relief measures related to the European Union’s Markets in Financial Instruments Directive II (“MiFID II”) is causing uncertainty for research providers and users of such services. This is due to the changes brought about by MiFID II, which…
On August 23, 2023, the Securities and Exchange Commission (the “SEC”) confirmed new final rules and amendments to existing rules pertaining to the regulation of private fund advisers under the Investment Advisers Act of 1940 (the “Advisers Act”). This important update, officially known as the Final Rules, was subsequently published in the Federal Register on…
The U.S. Securities and Exchange Commission (SEC) adopted the highly anticipated private fund rules (Private Fund Rules) under the Investment Advisers Act of 1940 (Advisers Act) as part of SEC Release No. IA-6383 (Adopting Release) on August 23, 2023. This major step is designed to improve the regulation of private fund advisers and revise the…
As reported on JD Supra, HM Revenue and Customs (HMRC) has published new draft legislation slated for inclusion in the Finance Bill 2023-24. In an important shift, the legislation aims to remove the 1.5% charge on UK stamp duty and stamp duty reserve tax (SDRT). This will directly impact the issue of UK securities into…
In two recent settled actions, the Securities and Exchange Commission (SEC) Enforcement appears to be paying close attention to disclosures about related-person transactions, more specifically, the lack of such disclosures. This new focus has significant implications for corporations and law firms alike as it indicates an increased scrutiny into the transparency of company operations and…
The U.S. Securities and Exchange Commission’s (SEC) recent supply chain climate disclosure proposal may undergo significant amendments, according to securities attorneys. In a recent report by the National Law Journal, experts have expressed concerns about the practical challenges and financial burden associated with compliance. The opposition to the proposal is largely focused on its potential…
The Securities and Exchange Commission (SEC) recently announced a new cybersecurity final rule. This ruling has brought about a level of uncertainty, particularly regarding the understanding of roles and responsibilities of key business leaders. Not only does it involves heightened monitoring of public companies, but also the increased efforts needed by organizations to ensures protection…
On February 7, the Division of Examinations of the Securities and Exchange Commission (the “Division”) released its 2023 Examination Priorities (the “Exam Priorities”). These priorities appear to spotlight registered investment advisers (“RIAs”) and, more specifically, private fund advisers. The document underscores areas where heightened staff scrutiny is expected, one such area being the Marketing Rule….
In recent years, regulated industries, particularly broker-dealer firms, have seen mounting regulatory scrutiny due to compliance failures concerning messaging apps. Firms like Wells Fargo and Morgan Stanley have been caught in this crossfire. The U.S. Securities and Exchange Commission (SEC) has not held back, recently announcing charges against 10 firms in their capacities as broker-dealers,…
The U.S. Securities and Exchange Commission (SEC) on September 8, settled charges against Monolith Resources LLC, a privately held technology and energy company based in Nebraska. The SEC’s enforcement action alleged that Monolith had violated the SEC Whistleblower Protection Rule 21F-17 by employing restrictive employee separation agreements. The SEC Whistleblower Protection Rule 21F-17 is part…
In a recent development, the Canadian Securities Administrators (“CSA”) made an announcement on August 31, 2023, pertaining to their decision to repeal National Instrument 81-104 Alternative Mutual Funds (“NI 81-104”). Interestingly, this rule will continue to apply in all jurisdictions excluding Québec. The notable law firm, Stikeman Elliott LLP, has reported on this important regulatory…
The Securities and Exchange Commission’s (SEC) Investor Advisory Committee is set to meet on September 21, 2023, with a noteworthy agenda at hand. For legal professionals tasked with anticipating and responding to regulatory changes, this will be a pivotal gathering that could pave the way for critical changes in the sector. Their agenda for the…
As the U.S. moves towards a more rigorous financial landscape, millions of private companies, in particular start-ups and investor-driven entities, are bracing for a considerable shift in reporting requirements. The new U.S. Corporate Transparency Act (CTA) will impose federally mandated disclosure obligations starting in 2024, encompassing an estimated 32.6 million companies. This transition signifies a…
In a recent move by the U.S. Securities and Exchange Commission (SEC), media and entertainment firm, Impact Theory, LLC, came under fire for breaching the Securities Act of 1933. The company stand accused of creating an unauthorized offering of securities specific to non-fungible tokens (NFTs). The details of the case came to light on August…
On September 6, 2023, the U.S. Securities and Exchange Commission’s (SEC) Division of Examinations published a document that may offer invaluable insight for lawyers and legal professionals in the manoeuvring of compliance systems and examination preparations. The Risk Alert, entitled “Investment Advisers: Assessing Risks, Scoping Examinations, and Requesting Documents” gives us a peak into the…
In an interesting development in the financial world, Grayscale Investments, LLC reported a provisional win in their bid for a spot Bitcoin ETP. Decided on August 29, 2023, a three-judge panel from the District of Columbia Circuit Court of Appeals has ruled in favor of Grayscale against an order from the Securities and Exchange Commission…
The U.S. Securities and Exchange Commission (SEC) has increased its regulatory enforcement action against unregistered offerings of non-fungible tokens (NFTs). Over the past two weeks, the SEC announced two actions against major NFT platforms, notably Impact Theory, LLC and Stoner Cats 2, LLC. These enforcement measures derive from unregistered offerings of cryptocurrency asset securities by…