SEC Takes Note Of CLA Letter

As has been widely reported, the Securities and Exchange Commission this week adopted amendments to Regulation S-K which it describes as modernizing "the description of business, legal proceedings, and risk factor disclosures that registrants are...

Where Do Scriptophilists Obtain Certificates?

Scriptophily is the study and collection of stock and bond certificates.  These certificates may be of historical interest because they evidenced securities issued by well-known companies.  They also may be collected as works of art.  The artistic...

A Problem Of Disgorgement

Earlier this month, the U.S. Supreme Court heard oral argument in Liu v. Securities and Exchange Commission.  The question before the court was whether a district court, in a civil enforcement action brought by the Securities and Exchange...

Are Industry Comments The Only Comments That Matter?

Under the federal Administrative Procedure Act's informal rule making mandate, agencies must give interested persons an opportunity to participate in rule making through submission of written data, views, or arguments with or without opportunity for...

Sugar-Sweetened Beverages, Conflict Minerals And The First Amendment

In an en banc decision issued yesterday, the Ninth Circuit Court of Appeals reversed U.S. District Court Judge Edward M. Chen's denial of a preliminary injunction in an action challenging a San Francisco ordinance requires health warnings on...

Surprise! The SEC Coins A Nearly Novel Disclosure Requirement

Earlier this month, the Securities and Exchange Commission added a new paragraph (i) to Item 407 requiring a company to describe any practices or policies regarding hedging transactions.  The fact that the SEC took this action should have been no...

SEC Agrees No Permission Required

Earlier this week, the Securities and Exchange Commission adopted a new rule that will require a company to describe any practices or policies it has adopted regarding the ability of its employees (including officers) or directors to purchase...

Commissioner Jackson Writes In Support of Political Spending Disclosure Rule

Seven years ago, Professor Robert Jackson joined 9 other academics in petitioning the SEC to adopt a rule requiring disclosure of political spending.  Professor Jackson is now an SEC Commissioner.  Not surprisingly, Commissioner Jackson supports...

For What Possible Reason Did The SEC Eschew All Consistency In Rule 144?

Like Agur, I find some things are beyond my ken.  It is, for example, beyond my understanding why the Securities and Exchange Commission thought it would be a good idea to use three different measures of time in Rule 144.   

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