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SEC bulletin: D.C. Circuit vacates proxy access rule

Dow Lohnes PLLC
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USA
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July 25 2011

In August 2010, the SEC adopted a proxy access rule that sought to impose a requirement on companies to include information about stockholder nominees for directors in a company’s proxy statement and on the proxy card if the nominees met specified criteria, and the stockholders making such nominations held shares representing at least three percent of the company’s outstanding voting power and had held such shares for at least the last three years

SEC bulletin: final rules for family offices

Dow Lohnes PLLC
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USA
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June 24 2011

On June 22, 2011, the SEC adopted final rules to exempt “family offices” from regulation under the Investment Advisers Act of 1940

Final whistleblower program

Dow Lohnes PLLC
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USA
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June 13 2011

The SEC recently adopted final rules establishing a whistleblower program pursuant to authority granted under the Dodd-Frank Wall Street Reform and Consumer Protection Act

Proposed rules for disqualifications from Rule 506 offerings

Dow Lohnes PLLC
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USA
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June 2 2011

The SEC recently proposed rules to implement the requirement under the Dodd-Frank Wall Street Reform and Consumer Protection Act to disqualify securities offerings involving certain “felons and other ‘bad actors’” from relying on the Rule 506 safe harbor exemption from registration under the Securities Act of 1933, as amended

Materiality insights from recent cases

Dow Lohnes PLLC
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USA
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May 10 2011

The two recent cases described below contribute additional insight into assessing materiality when satisfying disclosure obligations under the federal securities laws

SEC proposes rules for compensation committees and compensation advisers

Dow Lohnes PLLC
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USA
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April 5 2011

The SEC recently proposed rules implementing certain provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act

FINRA proposes private placement requirements

Dow Lohnes PLLC
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USA
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February 11 2011

In January 2011, the Financial Industry Regulatory Association, or FINRA, proposed new amendments to its rules that would expand the reach of its current requirements for private placement offerings

SEC rules regarding pay to play practices

Dow Lohnes PLLC
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USA
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February 9 2011

In July 2010, the SEC adopted new rules to curtail the so-called "pay to play" practices by investment advisers

SEC Rule 13d-7

Dow Lohnes PLLC
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USA
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February 7 2011

At the recently held SEC Speaks in 2011 conference, Michele Anderson, chief of the Office of Mergers and Acquisitions in the Division of Corporation Finance, confirmed that the SEC will no longer enforce Rule 13d-7 promulgated under the Securities Exchange Act of 1934

SEC proposed rules regarding private fund reporting

Dow Lohnes PLLC
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USA
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February 1 2011

The SEC recently proposed new rules to require SEC-registered investment advisers who manage one or more private funds to submit periodic reports for use by the new Financial Stability Oversight Counsel (FSOC), which was established by the Dodd-Frank Wall Street Reform and Consumer Protection Act to monitor systemic risk

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