Regulation A+ Amendments for Smaller Offerings Become Effective

The SEC’s rules to facilitate smaller companies’ access to capital - dubbed Regulation A+ - became effective today. The rules enable smaller companies to offer and sell up to $50 million of securities in a 12-month period without going through a full-blown registration process, subject to eligibility, disclosure and reporting requirements.

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SEC to Release “No-Review” Registration Letters

Starting July 1, the SEC will release letters relating to Securities Act registration statements that are not selected by the SEC staff for review. The letters will be available on EDGAR and tagged as correspondence.

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SEC Publishes Economic Analysis of Proposed Pay Ratio Rule

The SEC recently released an economic analysis of its pay ratio disclosure rule previously proposed in September 2014. The analysis by the SEC’s Division of Economic and Risk Analysis considers the impact of various methods of calculating the required disclosures, based on including or excluding certain categories of employees.

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DOJ Issues Cybersecurity “Best Practices”

In the wake of headline-making cyber breaches and government investigations over data losses, companies face growing scrutiny and evolving legal and regulatory standards. According to the DOJ, “A quick, effective response to cyber incidents can prove critical to minimizing the resulting harm and expediting recovery.”

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Proxy Access Update

The 2015 proxy season has seen a significant increase in proposals seeking to give shareholders the ability to nominate directors of U.S. public companies using the company’s ballot. While voting results for proxy access proposals have been mixed, these proposals generally have received unprecedented levels of shareholder support.

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The Ticker shares recent developments in SEC compliance, capital markets, corporate governance, executive compensation and other matters important to public companies and their officers and directors. It is published by Fredrikson & Byron’s Public Companies Group.