Recently, the SEC released a trio of reports from the Division of Economic and Risk Analysis (DERA) that provide a host of stats about Regulation A and Regulation Crowdfunding offerings, as well as beneficial ownership of qualifying private funds. The one that caught my eye was “Analysis of the Regulation A Market: A Decade of Regulation,” as it surveys 1400 Reg A offerings from 800 …
Where Do Corp Fin Directors Hail From?
As we await word as to who the next Corp Fin Director is, I thought it might be useful to investigate where these folks typically hail from. Below is an analysis of this list of Corp Fin Directors that I created long ago on TheCorporateCounsel.net. As you can see the bulk of the twenty Directors had served on the Staff in some capacity at a …
Securities Class Action Settlement Trends: Smaller Sizes and Smaller Players
Here are the key takeaways from a recent Cornerstone Research report that’s summarized in this Cooley “Securities Litigation & Enforcement” note from Brett De Jarnette and Ziwei Xiao:
Don’t Forget to Coordinate Your ‘EDGAR Next’ Enrollment for Mutual Insiders!
We’ve blogged multiple times about how you should prepare to transition to the SEC’s new “EDGAR Next” platform (here’s our latest post). We are now in that transition period where some companies are voluntarily enrolling in EDGAR Next before it becomes mandatory in September. And, as we blogged about a few months back, some companies have been forced to use EDGAR Next already, since they …
Crypto Companies: “‘Come In and Register’ – Now With Directions”
Here’s the intro from this Cooley Alert penned by Derek Colla, Pang Lee, Rodrigo Seira, Joyce Wang and Will Pao: “For years, the Securities and Exchange Commission’s invitation to crypto companies sounded simple: “Come in and register.” But there was no map, no guide and no obvious way forward – only uncertainty and risk. That changed on April 10, when the SEC’s Division of Corporation …
Five Interesting Things From the “SEC Town Hall”
Recently, SEC Chair Paul Atkins posted his remarks delivered at an “SEC Town Hall.” Here are five things I found interesting:
The DOJ’s Policy Shift to Incentivize Self-Reporting
Earlier this week, the Department of Justice’s Criminal Division released four documents on corporate misconduct, whistleblowers, compliance monitors, and enforcement priorities that outline significant changes to the DOJ’s policies under the Trump Administration. These four documents are: As noted in this speech by the new head of the Criminal Division – Matthew Galeotti – the principal thrust is that the DOJ aims to incentivize self-reporting …
New Executive Order Seeks to Curb Overuse of Criminal Actions Brought By Federal Agencies
Last week, President Trump issued an executive order – entitled “Fighting Overcriminalization in Federal Regulations” – with the goal of curbing the use of criminal penalties otherwise imposed by federal regulations. The executive order argues that citizens can’t possibly know all of the federal regs out there, and that larger companies have an advantage because they can hire lawyers more easily than the average American. …
Unintended Consequences of the SEC’s Buyouts: Few “Going-Away” Parties
As noted in this USA Today article, Senators Elizabeth Warren and Mark Warner sent a letter a few weeks ago to the GAO requesting an investigation into the impact of the SEC’s recent buyouts and the upcoming layoffs resulting from DOGE activities. Anecdotally, it sounds like about 700 staffers accepted buyouts – and that certain Divisions were impacted more than others (like the Division of …
The Coming SEC-PCAOB Merger? Arguments Against Abolishing the PCAOB
The House Financial Services Committee voted to include a provision in the 2025 budget reconciliation bill that would abolish the PCAOB. The proposal would reassign PCAOB functions to the SEC. Unfortunately, if this PCAOB provision stays in the budget reconciliation bill, it’s likely to be the end of the PCAOB. The fate of the PCAOB would be a minor detail in the context of the reconciliation …