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Securities Law Blog

The Securities Law Blog provides commentary and news on the latest securities law developments impacting established and emerging growth publicly-traded issuers and investment banks, as well as entrepreneurs and venture-backed private entities. Our blog closely follows SEC rulemaking in several key areas including public and private securities offerings, shareholder activism and equity investment, and mergers & acquisitions.

The authors of this blog are members of the Corporate/Securities practice of Olshan Frome Wolosky LLP.  Since our founding, this firm has been distinguished by responsive, independent and client-focused legal services provided by lawyers with a profound commitment to the companies they serve. This blog is an outgrowth of this representation of our clients in a wide range of capital market transactions.

SEC Sets Increased Registration Filing Fee Beginning in October 2017

Public companies and first-time issuers will pay 7.4% more to register their securities with the SEC starting next month. Read More ›

Practice Pointers for Better Disclosure of Director and Executive Officer Professional Biographies in SEC Filings

This post first appeared in Securities Regulation Daily, a Wolters Kluwer publication, on August 29, 2017.

Item 401 of Regulation S-K requires that companies disclose the business experience of its directors, officers, nominees and significant employees in order for investors and stockholders to evaluate the management of a public company Read More ›

SEC’s Division of Economic and Risk Analysis Publishes Massive Data-Driven Report on Securities Offerings Over the Past Decade

This blog post highlights what we believe are the 20 most interesting statistics in the DERA’s report on registered initial public offerings and secondary equity offerings, and exempt Regulation D, Regulation A and Crowdfunding offerings. Read More ›

S&P Dow Jones Joins the Fight Against Multi-Class Shares

S&P Dow Jones Indices bars companies from joining its key indexes if they have multiple share classes. Read More ›

The SEC’s Latest Investigative Report Concludes that DAO Tokens Are Digital Securities in an Initial Coin Offering

U.S. federal securities laws apply to offers, sales and trading of digital securities in virtual organizations the same as in everyday stock sales. Read More ›

Practice Pointer for OTC Quoted Companies: The SEC Wants to Know Why You Don’t Meet NYSE/Nasdaq Corporate Governance Standards

The SEC staff frequently comments during its review process about the lack of an established corporate governance structure, such as board member independence and board committee composition, by OTC quoted issuers, even if not required by SEC and national securities exchange rules. Read More ›

SEC Disclosure of the Future: Summary Disclosure Documents with Hyperlinks to the Details

Former SEC Chairman Harvey L. Pitt takes a guess that one day we may see five to six pages-long summary disclosure documents with hyperlinks to the detailed information of issuers in previously filed periodic reports. Read More ›

Are SAFEs a Safe Investment for Everyone?

Originally targeted toward venture capitalists, SAFEs are increasingly being sold to retail investors through crowdfunding offerings. Read More ›

Discussing Strategic Spin-offs and Rights Offerings to Existing Shareholders

Special situations such as spin-offs and rights offerings offer alternative and potentially “cleaner” paths for micro- and small-cap issuers to become independent publicly traded companies. Read More ›