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Monthly Archives: February 2013

JOBS Act Quick Start

Posted in Welcome

IFLR recently published The JOBS Act Quick Start, a book authored by David Lynn and Anna Pinedo, which is available online here: http://www.mofo.com/files/Uploads/Images/130200-JOBS-Act.pdf. We also invite you to request hard copies of the book for free for you and your colleagues by emailing jmarano@mofo.com.

The SEC Speaks

Posted in Events

At the annual SEC Speaks held in Washington, DC on February 22, 2013, the SEC explained, justified, prodded, ruminated and complained.  And, despite the threat of imminent staff cuts if sequestration sets in, the Commissioners and senior staff offered an ambitious program for the coming year. The proceedings were not without some color and controversy…. Continue Reading

Information Overload

Posted in Events

At Practising Law Institute’s session, “The S.E.C. Speaks,” Commissioner Troy A. Paredes commented on the increased complexity of mandatory disclosures, and the increased quantity of disclosures.  Paredes noted that, “The information overload concern is that investors will have so much information available to them that they will sometimes be unable to distinguish what is important… Continue Reading

Legislation Would Address Deficiencies in JOBS Act

Posted in JOBS Act News

Given the haste with which the JOBS Act made its way through Congress, it is not surprising that there are some details that may have been neglected. Rep. McHenry has introduced a bill (H.R. 701), co-sponsored by Representatives Schweikert, Eshoo, Garrett, and Scott, which would direct the Securities and Exchange Commission to implement rules for… Continue Reading

Foreign Issuers Accessing the U.S. Market

Posted in SEC News

The Staff of the Division of Corporation Finance recently published a summary of the various capital-raising alternatives available to foreign issuers.  The summary is accessible from this link:  http://www.sec.gov/divisions/corpfin/internatl/foreign-private-issuers-overview.shtml.  The summary incorporates discussion of the applicability of various JOBS Act provisions to offerings by foreign private issuers.

Decimalization Roundtable Likely Will Lead to Pilot Study

Posted in Decimalization

The SEC has posted the webcasts from its decimalization roundtable.  These are available at:  http://www.sec.gov/news/otherwebcasts/2013/decimalization-roundtable-020513.shtml.  The participants generally supported the implementation of a pilot program, and cited the need for additional empirical data regarding the effect of decimalization as well as order handling and other market structure changes on the securities of smaller and mid-cap… Continue Reading

New JOBS Act-related Broker-Dealer FAQs Published

Posted in Broker-Dealer Registration

The Staff of the SEC’s Division of Trading and Markets recently published a series of FAQs addressing certain broker-dealer matters arising in connection with Title II of the JOBS Act.  The FAQs are available here:  http://www.sec.gov/divisions/marketreg/exemption-broker-dealer-registration-jobs-act-faq.htm. Title II of the JOBS Act formalizes the guidance that has been provided by the SEC in various no-action… Continue Reading

Regulatory Innovation Award Nominations

Posted in Welcome

Morrison & Foerster is seeking nominations for the 2013 Regulatory Innovation Award. Morrison & Foerster established the award in 2008 through the Burton Foundation to honor an academic or non-elected public official whose innovative ideas have made a significant contribution to the discourse on regulatory reform in the areas of corporate governance and executive compensation,… Continue Reading

Survey Includes Information on JOBS Act

Posted in IPO On-Ramp

In its recently released survey, 2013 BDO IPO Outlook, BDO included specific questions on the effect of the JOBS Act on the IPO market.  The report can be accessed here:  http://www.bdo.com/download/2432.  According to the survey, 42% of bankers surveyed responded that they saw no evidence that the JOBS Act had affected the IPO market positively;… Continue Reading

Easier to Communicate? Remember FINRA’s Communications Rules

Posted in Communications

FINRA’s sweeping overhaul of its rules governing communications with the public become effective today.  The new rules and guidance, which the SEC approved last year, are likely to keep compliance officers busy for quite some time. The revisions simplify some rules, but also create new compliance challenges.  Most significant, FINRA reduced the number of categories… Continue Reading

Advisory Committee Webcasts Available; Committee Recommendations Discussed

Posted in Advisory Committee on Smaller and Emerging Companies

The SEC has made available links to the webcasts from Friday’s meeting of the Advisory Committee on Smaller and Emerging Companies.  You may access the morning session at http://www.sec.gov/news/otherwebcasts/2013/acsec020113.asx and the afternoon session at http://www.sec.gov/news/otherwebcasts/2013/acsec020113-2.asx.  Chairman Walter began the meeting with a few opening remarks, which may be accessed here: http://www.sec.gov/news/speech/2013/spch020113ebw.htm.  Chairman Walter invited the… Continue Reading