Article prepared by and republished courtesy of our colleagues Christine Daya, Thomas M DeButts, Danish Hamid, Sarah E. Kahn, Richard Newcomb, Ignacio E. Sanchez, Lawrence E. Levinson and Dana Zelman; originally published here: https://www.dlapiper.com/en/us/insights/publications/2020/01/new-regulations-reinforce-cfius-expanded-role/.

On January 13, 2020, the US Department of the Treasury released two sets of new regulations that comprehensively implement the Foreign Investment Risk Review Modernization Act (FIRRMA) – a law that strengthens the authority of the Committee on Foreign Investment in the United States (CFIUS). CFIUS is an interagency committee chaired by the Secretary of the Treasury and is responsible for screening foreign investments into the United States to determine if they could impair US national security. The new CFIUS regulations will become effective on February 13, 2020 and are titled (i) Provisions Pertaining to Certain Investments in the United States by Foreign Persons (31 CFR Parts 800 and 801) and (ii) Provisions Pertaining to Certain Transactions by Foreign Persons Involving Real Estate in the United States (31 CFR Part 802).  These CFIUS regulations reflect the Treasury Department’s response to comments provided after its issuance of certain proposed rules in September 2019, as described in our previous alert. Among various developments, the new regulations:
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Article prepared by and republished courtesy of our colleagues Larry W. Nishnick, Bradley E. Phipps, and David Kurlander; originally published here: https://www.dlapiper.com/en/asiapacific/insights/publications/2020/01/sec-proposes-changes-to-accredited-investor-definition/.

The SEC recently proposed amendments to the long-standing definition of “accredited investor,” an important qualification standard under the securities laws that determines what types of investors may invest in certain kinds of private securities offerings, including securities offerings conducted pursuant to Rules 506(b) and 506(c) of Regulation D under the Securities Act of 1933 and other important federal and state securities law exemptions.

The current definition of “accredited investor” has been in place without any significant update since 1985. At a high level, the proposal would expand the number of natural person investors that qualify by adding categories of eligibility based on their professional knowledge, experience or certifications. The proposal would also expand the types of entities that qualify as “accredited investors.” The proposed changes would allow additional persons and entities to qualify as “accredited investors,” thereby allowing them to purchase securities through private offerings, including shares and interests in certain private investments funds.

Notable changes
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Compliments of our colleague Sanjay M. Shirodkar.

The SEC is open for business – first come, first served.

The Division of Corporation Finance is returning to normal operations. The SEC staff has indicated that, absent compelling circumstances, it expects to address matters in the order in which they were received. Staff members are available to answer questions relating to filings and other federal securities law matters, but their response take some time.

The SEC Staff has created an avenue for expedited basis assistance. Such requests should be directed to
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Article prepared by and republished courtesy of our colleagues Luke Gannon, Scott Thiel and Hayden Lau; originally published here:
https://www.dlapiper.com/insights/publications/2017/09/the-sfc-comments-on-icos/

The Securities and Futures Commission of Hong Kong (the SFC) has debunked the myths that no securities laws apply to ICOs. In its first direct statement on the subject, the SFC fired a warning shot at issuers and intermediaries of ICOs and token offerings, reminding them that they may be conducting regulated activities and therefore, may be required to be licensed by or registered with the SFC, irrespective of where they are located.
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DLA Piper is pleased to announce the launch of Prize Promotions Around the World, an updated edition of our popular handbook.

Prize Promotions Around the World is an online tool designed to assist companies across the globe in managing the early development stages of a prize promotion, such as a sweepstakes or a skill-based contest, and to bring to their attention potentially problematic issues.

Key features include:

  • Additional jurisdictions, now with over 35 countries
  • Expansion of topics, including rules on judging and sanctions
  • Interactive map, highlighting the range of


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From our colleagues Carla Small, Jim Halpert and Anne Kierig

Governor Andrew Cuomo has announced final cybersecurity rules for New York’s financial services sector.

The Cybersecurity Requirements for Financial Services Companies (the Final Rule), promulgated by the New York Department of Financial Services, is the most specific cybersecurity regulation in the country to apply to companies that are not critical infrastructure operators.

They apply to all New York-licensed financial services companies including banking, insurance and money transmission business lines, with very limited exceptions.

Read more here.

 
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As a Valentine’s Day gift to the community, Silicon Valley Bank issued its eighth annual Startup Outlook Report, resulting from a survey of nearly 950 technology and healthcare executives in startups, most based in the US, with additional input from businesses with primary operations in the UK and China. SVB’s survey asked entrepreneurs for their views on access to capital, hiring, general business conditions, public policy issues and other factors relevant to their businesses.  Nearly all of the survey respondents were privately held companies, with the majority in the
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From our colleagues Paolo Morante, Steven E. Levitsky, Laura Kam and Adam Steene:

The Federal Trade Commission has announced its annual revision to the jurisdictional thresholds under the Act. The new thresholds will go into effect 30 days after publication in the Federal Register, which is expected in the next few days.

Under the new thresholds, no transaction will be reportable unless, as a result of it, the acquiring person will hold voting securities, assets, or noncorporate interests of the acquired person valued above $80.8 million (increased
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In this recent post to our fellow DLA blog – Technology’s Legal Edge – our colleague Giulio Coraggio identifies some of the legal issues that are being sorted out with respect to the Internet of Things, including the following:

  • Is “industrial” data personal data?
  • How do you protect data and IoT technologies?
  • Who is the owner of the data?
  • Is data kept secure?
  • What liability if things go wrong?

He also notes some EU-specific questions.  His full post can be found here.
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Article prepared by and republished courtesy of our DLA Piper Trusts and Estates colleagues.

Earlier this month, the US Treasury issued proposed regulations that, if finalized, will significantly increase the transfer tax cost of transferring interests in family-controlled entities to other family members, both during lifetime and upon death. These regulations relate to how the value of the transferred interest is determined for gift, estate and generation-skipping transfer tax purposes. Under current law, well-established valuation methods permit the application of discounts for the lack of control and lack of
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