On November 16, 2018, the SEC’s Division of Corporation Finance, Division of Investment Management, and Division of Trading and Markets (the “Divisions”) issued a statement on “Digital Asset Securities Issuance and Trading.” The statement highlights several recent SEC enforcement actions involving the intersection of the U.S. securities laws and new
NYSE Proposes to Amend Certain Shareholder Approval Requirements Similar to Nasdaq
The NYSE recently issued a proposal to amend Sections 312.03 and 312.04 of the Listed Company Manual (the “NYSE Manual”) to change the circumstances in which NYSE-listed companies are required to obtain shareholder approval for certain share issuances. The NYSE’s proposed amendments are similar to shareholder approval rule changes recently
Corp Fin Issues New Staff Legal Bulletin on Excluding Shareholder Proposals
On October 23, 2018, the Division of Corporation Finance (the “Division”) of the Securities and Exchange Commission issued Staff Legal Bulletin No. 14J (available here) (“SLB No. 14J”), which provides the Division’s latest views on the scope and application of the “economic relevance” exception (Rule 14a-8(i)(5)) and the “ordinary
NASDAQ’s New 20% Rule for Private Offerings
On September 26, 2018, the Securities and Exchange Commission approved amendments (the “Amendments”) to NASDAQ Rule 5635(d) (commonly referred to as the “20% Rule”). The purpose of the 20% Rule is to protect an issuer’s existing public shareholders against a significantly dilutive private offering by giving the shareholders an opportunity
Cyber Threats and Internal Accounting Controls
On October 16, 2018, the Securities and Exchange Commission (“SEC”) issued an investigative report (see here) pursuant to Section 21(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) warning public companies that become victims of cyber-related frauds that they may violate the federal securities laws if they
Capital Markets Opportunities for Growth in Produced Water Disposal Infrastructure and Services
Locke Lord recently hosted in our Houston office a program titled “Produced Water Disposal – The Next Big Wave in E&P” as part of its High Noon Knowledge Series. Disposing of water used in oil and gas operations is one of the biggest challenges facing energy companies today. Our firm
“Disclosure Simplification” Rules Will Become Effective on November 5, 2018
The “Disclosure Simplification” rules adopted by the Securities and Exchange Commission on August 17, 2018 (for more information, see our QuickStudy available here) will go effective on November 5, 2018. As noted in our September 27, 2018 blog post (available here), the Division of Corporation Finance issued a
New SEC Filing Fee Rate Effective October 1st
As a reminder, effective October 1, 2018, the new SEC filing fee rate for issuers is $121.20 per $1,000,000. The fee is calculated by multiplying the aggregate offering amount by .0001212 (Filing Fee = Maximum Aggregate Offering Price x Fee Rate). Fees are collected for (a) the registration of securities
ACC Northeast and Locke Lord Program: Fiduciary Duty and Other Developments
Please join Locke Lord and the Association of Corporate Counsel’s Northeast Chapter for a discussion on “Fiduciary Duty and Other Developments: Keys to Counseling Your Public or Private Company” to help you counsel your public or private company.
Thursday, October 11, 2018
Registration: 4:30 pm
Program: 5:00 pm – 6:30
Locke Lord QuickStudy: SEC Simplifies and Updates Certain Disclosure Requirements
