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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.

Showing 28 posts in SEC.

SEC Broadens “Smaller Reporting Company” Qualification Thresholds To Include Companies With Less Than $250 Million in Public Common Equity Float

To promote capital formation by reducing compliance costs for smaller public companies, the SEC expands the pool of registrants that can take advantage of the scaled disclosure accommodations under SEC regulations. Read More ›

Disclosing Cybersecurity Risks and Incidents and Concomitant Financial, Legal and Reputational Consequences

On February 21, 2018, the SEC published interpretive guidance to assist public companies in preparing disclosures about cybersecurity risks and incidents.  Below is a summary outlining this new disclosure category which impacts all public companies, regardless of their size, and applies to all prospectuses and periodic reports filed with the SEC. Read More ›

Intel Corp. CEO’s Stock Sales May Draw SEC Examination

Rule 10b5-1 plans do not preclude questions about insider trading if entered into or amended improperly. Read More ›

SEC Recoveries from Whistleblower Tips about Securities Law Violations Top $1 Billion

On November 30, 2017, the SEC announced that it awarded more than $16 million to a pair of whistleblowers reporting securities law violations by a public company, ranking it among the ten largest awards since the inception of the whistleblower program.  With this case, SEC enforcement actions triggered by whistleblowers have now resulted in more than $1 billion in financial remedies ordered against wrongdoers. Read More ›

SEC Proposes Amendments to Modernize and Simplify Regulation S-K Disclosure Requirements

First open meeting under Chair Clayton includes unanimous approval of proposed revisions to SEC disclosure rules and forms Read More ›

The Wall Street Journal’s Streetwise Columnist Explores Reinventing the Traditional IPO Process by Combining Aspects of the SPAC Model to Address Drawbacks Feared by Tech Unicorns

In an exceptionally thoughtful column using the recent Social Capital Hedosophia SPAC IPO as his test case, author James Mackintosh suggests it's time to fix IPOs with smarter lock-ups, an auction process variant for price setting and more say by issuers over who gets stock. Read More ›

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 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 ›

SEC Comes Down Hard on Misleading Issuer-Paid Research Reports Giving the Impression of Professional Impartiality

In compliance with Section 17(b) of the Securities Act of 1933, any and all compensation received from a specific company must be publicly stated in all research reports and other correspondence, with the amount and paying party disclosed. Read More ›