The SEC has adopted final rules directing national securities exchanges to establish listing standards relating to Compensation Committees, pursuant to Section 952 of Dodd-Frank Wall Street Reform and Consumer Protection Act. These new rules require exchanges to adopt heightened independence standards for compensation committee members and rules permitting compensation committees to engage compensation advisers, at the company’s expense, after taking into account certain independence factors relating to such compensation advisers.
Continue Reading Exchanges Must Adopt New Compensation Committee Rules
More Calls to Relax General Solicitation Rules in Private Offerings
CONTRIBUTED BY
Andrew Ledbetter
andrew.ledbetter@dlapiper.com
In addition to legislative initiatives we’ve previously discussed, we continue to see efforts to relax the general solicitation prohibition in private offerings. For example, the SEC’s Advisory Committee on Small and Emerging Companies recently made a formal recommendation that the SEC take immediate action to permit general solicitation and advertising in private offerings under Rule 506 where the securities are only sold to accredited investors. In addition, the Managed Funds Association, an organization of investment professionals in hedge funds, funds of funds, and managed futures funds, has used the somewhat uncommon process of submitting a petition for rulemaking to the SEC, asking the SEC to eliminate the ban on general solicitation and advertising for offerings or sales of securities by “private funds.”Continue Reading More Calls to Relax General Solicitation Rules in Private Offerings
SEC Adopts ‘Net Worth’ Rules for Accredited Investors
CONTRIBUTED BY
Andrew Ledbetter
andrew.ledbetter@dlapiper.com
As expected, the SEC has adopted final rules regarding the exclusion of a person’s primary residence, and related debt securing the residence, from the “net worth” standard for accredited investors. The final rules are substantially similar to those the SEC previously proposed, which we summarized in this earlier post.
Under the new rules, in calculating “net worth” for purposes of determining if a person’s individual net worth, or joint net worth with the person’s spouse exceeds $1,000,000:Continue Reading SEC Adopts ‘Net Worth’ Rules for Accredited Investors
SEC Announces Formation of Advisory Committee on Small and Emerging Companies
The SEC today announced the formation of the Advisory Committee on Small and Emerging Companies to focus on interests and priorities of small businesses and smaller public companies.
According to the SEC’s press release, the committee is intended to provide a formal mechanism through which the SEC can receive advice and recommendations specifically related to privately held small businesses and publicly traded companies with less than $250 million in public market capitalization.
Continue Reading SEC Announces Formation of Advisory Committee on Small and Emerging Companies