’34 Act/Other

Last week, I blogged that if a shutdown happens, it feels like it could last longer than the typical shutdown given the politics involved. The shutdown is now here – and Corp Fin posted this note late yesterday afternoon saying that it can’t declare registration statements effective starting October 1st, as well as this set of 22 FAQs that mirror the FAQs posted by Corp …

There have been so many ‘impending’ government shutdowns that get resolved at the last minute that I have become immune to the threats when they are just around the corner. This one feels different to me in a variety of ways (see this ABC News article for gloss). A shutdown would start next Wednesday if Congress doesn’t pass a funding bill before then. If a …

A few weeks ago, Corp Fin issued a new CDI that didn’t get a lot of attention because the SEC didn’t push out an email alert about it like it normally does. The upshot of the CDI is that a non-accelerated filer can now continue to be a non-accelerated filer for the fiscal year immediately following loss of “smaller reporting company” status, on the basis …

At an Open Commission Meeting last week, the SEC approved a 20-page policy statement reversing a longstanding policy that the Staff wouldn’t accelerate the effectiveness of a registration statement if the company’s bylaws had a provision mandating arbitration. The SEC also made a related change to Rule 431(e) of the Rules of Practice so that the delegated authority for the Staff to declare registration statements …

As noted in this Reuters article, President Trump called for an end to quarterly reporting with the SEC yesterday to ease burdens on companies and instead move to a semi-annual reporting model. Here are seven things to consider (hat tip to Cooley’s Brad Goldberg for his help):

The SEC has calendared an Open Commission Meeting for this Wednesday during which it will consider whether to issue a policy statement addressing the presence of a provision requiring arbitration of investor claims arising under the Federal securities laws and its impact on decisions whether to accelerate the effectiveness of a registration statement. If the SEC does adopt such a policy, it would reverse a …

Wow. Wow. Wow. Jim Moloney is returning to the East Coast to serve as Corp Fin Director as noted in this press release from the SEC. It’s a great choice and I’m glad that Jim is willing to give up his Orange County lifestyle to come back to cold winters. I worked with Jim at the SEC and anyone who knows him can attest to …

The era of SEC Chair Paul Atkins’s tenure has been off to a blistering start – dating back to when Commissioner Mark Uyeda was Acting Chair – and the latest Reg Flex Agenda indicates that changes continue to be afoot that should benefit companies. Atkins issued this statement to explain the Reg Flex Agenda in which he notes his priorities of: As I’ll be blogging …

Recently, the SEC Staff posted the archive of a video they just made about EDGAR Next that included a number of questions that were submitted live via chat and answered by the Staff. These questions are answered starting at the 50:42 mark of the video, going all the way to the 1:35:00 mark. In total, five questions were answered. I’ve taken the transcript for those …