On May 16, 2024, the U.S. Securities and Exchange Commission finalized amendments to Regulation S-P (the Amendments) that largely adopt the proposed amendments the SEC issued in 2023. As discussed in further detail below, the Amendments will require broker-dealers, investment companies, SEC-registered investment advisers, funding portals, and transfer agents registered with the SEC or other
On June 5, 2024, the U.S. Court of Appeals for the Fifth Circuit unanimously vacated a rule the Securities and Exchange Commission (SEC) enacted in August 2023 that was intended to protect investors who invest in certain private funds and prevent fraud by the investment advisers to Private Funds.
Continue Reading U.S. Appeals Court Vacates SEC Private Fund Adviser Rule
On May 21, 2024, U.S. Securities and Exchange Commission Director of the Division of Corporation Finance Erik Gerding issued a statement clarifying when the SEC expects companies to disclose a cyber incident. This clarification helps guide public companies who wish to disclose a cyber incident but who have not yet determined if the incident is
On Feb. 6, 2024, the U.S. Securities and Exchange Commission (SEC) adopted new Rules 3a5-44 and 3a44-2 (the final rules) under the Securities Exchange Act of 1934 (the Exchange Act), which require market participants engaging in certain dealer roles to register with the SEC, become members of a self-regulatory organization (SRO), and comply with
U.S. Sen. Cynthia Lummis (R-WY) and Reps. Wiley Nickel (D-NC) and Mike Flood (R-NE) are working to overturn a controversial Securities and Exchange Commission (SEC) staff accounting bulletin, SAB 121, that places restrictions on the custody of digital assets by public companies, including banks and trust companies, on behalf of their customers. On Feb.
The Securities and Exchange Commission (SEC)’s Division of Examinations (Division) announced its 2024 examination priorities (Exam Priorities) in October. In 10 years of priority announcements, this is by far the earliest annual announcement; the 2023 priorities were issued in February 2023. These priorities particularly address areas of concerns based on recent examinations, and often forecast
In a Halloween-eve move sure to send shivers down the spines of every public company’s CISO, on Oct. 30, the SEC filed a securities fraud complaint targeting SolarWinds’ CISO in the wake of their major December 2020 data security incident. The SEC alleges SolarWinds and its CISO committed securities fraud in connection with multiple public
The Securities and Exchange Commission (SEC)’s Spring 2023 Unified Agenda of Regulatory and Deregulatory Actions (the Agenda) forecast a busy fall for the regulator, with many of the 55 final and proposed rules set for adoption or promulgation by October 2023. With October 2023 well underway, business leaders—who have been critical of both the amount
In September 2023, the Securities and Exchange Commission (SEC) announced three separate enforcement orders reflecting a renewed interest in and scrutiny of provisions in employment agreements and separation agreements. These three settled cases resulted in cease-and-desist orders, fines, and other sanctions against a registered investment adviser, a public company, and a privately held company in
On Sept. 6, 2023, the Securities and Exchange Commission’s Division of Examinations issued a Risk Alert detailing the Division’s examination selection process for SEC-registered investment advisers (Advisers). The Risk Alert highlights the Division’s risk-based approach for both (A) selecting Advisers to examine and (B) determining examination focus areas and documents.