Yesterday, the staffs of the North American Securities Administrators Association (NASAA) and the Securities and Exchange Commission (SEC) issued a statement describing the "opportunity zone" program created by the Tax Cuts and Jobs Act. The intent...
SEC: QOF Interests Are Typically Securities
Posted on July 16, 2019
SEC Enforcement Action Demonstrates That Timing Is Everything
Posted on January 23, 2019
Rule 506 is a non-exclusive safe harbor from the registration requirements of the Securities Act of 1933. If an offering meets the conditions of either Rule 506(b) or 506(c), it is deemed to not involve a public offering within the meaning of...
Why Does The SEC Insist That Some Defendants Lie?
Posted on December 14, 2018
In 1972, the Securities and Exchange Commission adopted what has become known as the "gag rule":
SEC Is On The Look Out For Touts
Posted on December 03, 2018
Last week, the Securities and Exchange Commission announced settled charges against professional boxer Floyd Mayweather Jr. and music producer Khaled Khaled, known as DJ Khaled. Notably, the SEC's orders did not use the words "false", "misleading"...
With Respect To Scienter, The Ninth Circuit Walks By Its Wild Lone
Posted on October 29, 2018
Although the United States Supreme Court has never directly addressed the issue, many lower courts have inferred that a private right action exists under Section 14(e) of the Exchange Act. That may not come of much a surprise since it was modeled on...
Why I Disagree With A Semi-Annual Reporting Mandate (And It Probably Isn't The Reason That You Expect)
Posted on August 21, 2018
Last Friday, President Trump tweeted that he has asked the Securities and Exchange Commission to study stopping quarterly reporting and going to a six-month reporting system. A few years back, I proposed a more free market approach:
