Staff from the SEC’s Divisions of Corporation Finance and Economic and Risk Analysis has prepared and issued a report in connection with the review of the accredited investor definition. Under the Dodd-Frank Wall Street Reform and Consumer Protection Act, the SEC is directed to review the accredited investor definition as it concerns natural persons every four years to determine whether the definition should be revised. Continue reading "SEC Staff Releases Report on Accredited..." »

Both the SEC and the FERC will be closed Monday, December 25th in observance of Christmas. The EDGAR System will not receive, process or accept filings on that day. Filings with a due date of December 25th will be due the following business day, Tuesday, December 26th. eForms will accept filings submitted on December 25th. {expires: 2023-12-26} Continue reading "Christmas Hours" »

The SEC’s Office of the Advocate for Small Business Capital Formation issued to Congress its 2023 Annual Report, which details how entrepreneurs and investors are building companies together, from startups to small public companies. The report includes policy recommendations from the Office, a summary of the Office’s advocacy work and public engagements from fiscal year 2023, and the Small Business Capital Formation Advisory Committee’s fiscal year 2023 overview of activities. Continue reading "SEC’s Small Business Advocacy Office Issues..." »

On December 13th, the SEC approved the 2024 budget of the Public Company Accounting Oversight Board (PCAOB) and the related annual accounting support fee. The PCAOB monitors the audits and auditors of the financial statements that are submitted by registered broker-dealers and issuers. Section 109 of the Sarbanes-Oxley Act of 2002 requires the PCAOB to establish, with SEC approval, a reasonable accounting support fee to fund its operations. Continue reading "SEC Approves PCAOB Budget and Accounting..." »

The SEC’s Office of the Investor Advocate has issued its Report on Activities for the fiscal year 2023 to Congress. The report summarizes the work of the Office throughout the fiscal year. Continue reading "SEC Office of the Investor Advocate Publishes..." »

On December 15th, the SEC announced that it adopted rule amendments related to the settlement cycle for most broker-dealer transactions, the processing of institutional trades by broker-dealers and certain clearing agencies, and certain record maintenance requirements applicable to registered investment advisers. For further details, see the Shortening the Securities Transaction Settlement Cycle final rule. Continue reading "SEC Releases Draft 2024 Self-Regulatory..." »

On Friday, December 22, 2023, the EDGAR Filing Fee Beta will close. The Beta has provided the public with an environment to test EDGAR changes related to the technical and structured data aspects of the Filing Fee Disclosure and Payment Methods Modernization rule. Participants are encouraged to complete testing and submit feedback via email to FilingFeeBetaFeedback@sec.gov before the Filing Fee Beta closes. The SEC does not plan to offer an additional EDGAR Filing Fee Beta system prior to the upcoming compliance dates. {expires: 2023-12-23} Continue reading "Reminder: EDGAR Filing Fee Beta Ending Soon" »

On October 31st, the US Court of Appeals for the Fifth Circuit issued an opinion in Chamber of Commerce USA v. SEC, No. 23-60255 (Fifth Circuit), in which petitioners challenge the Share Repurchase Disclosure Modernization rule (Repurchase Rule), which became effective on July 31, 2023. The court granted the petition for review and ordered the SEC to correct the defects the court identified in the Repurchase Rule by November 30, 2023. The Repurchase Rule has not been corrected, allowing the rule to be vacated by the courts. Continue reading "Update Regarding SEC’s Share Repurchase..." »

The SEC’s Division of Trading and Markets and the Office of the Chief Accountant will hold an open meeting via webcast on sec.gov that will take place on Wednesday, December 13, 2023, at 10:00 a.m. ET. The meeting is free and open for the public to attend. {expires: 2023-12-14} Continue reading "SEC Staff to Hold Open Meeting" »

On November 27th, the SEC announced that it is adopting a rule to prohibit securitization participants from engaging in any transaction that would involve or result in certain material conflicts of interest. These participants include underwriters, placement agents, initial purchasers, or sponsors of an asset-backed security (ABS), including a synthetic ABS, or certain affiliates or subsidiaries of any such entity. Continue reading "SEC Adopts Rule to Prohibit Conflicts of..." »

The SEC announced that the Interactive Data Test Suite has been updated. For a summary of changes, see the change log in the last section of the summary file. Continue reading "SEC Issues Interactive Data Test Suite Update" »

The SEC’s Investor Advisory Committee will hold an open meeting via webcast on sec.gov that will take place on Thursday, December 7, 2023, at 10:00 a.m. ET. The meeting is free and open for the public to attend. The meeting will cover committee matters, including subcommittee reports and approval of previous meeting minutes. {expires: 2023-12-08} Continue reading "SEC Staff to Hold Investor Advisory Committee..." »

The SEC announced that it has adopted rules under the Securities Exchange Act of 1934 to improve the governance of SEC-registered clearing agencies by mitigating conflicts of interest that may influence the board of directors or equivalent governing body of a registered clearing agency. The rules identify certain responsibilities of the board, increase transparency into board governance, and improve the alignment of incentives among owners and participants of a registered clearing agency. Continue reading "SEC Approves Rules to Enhance Clearing Agency..." »

The SEC, the Municipal Securities Rulemaking Board (MSRB), and Financial Industry Regulatory Authority (FINRA) jointly will host a virtual Compliance Outreach Program especially designed to help municipal market participants better understand their compliance obligations. Staff from each organization will address the current state of the examination, enforcement, and regulatory framework, and will discuss what lies ahead. The outreach event will take place on Thursday, December 7, 2023, from 10:30 a.m. – 4:30 p.m. ET. This webcast is free and open for the public to attend but registration is required. {expires: 2023-12-08} Continue reading "SEC, MSRB, FINRA to Co-Sponsor Compliance..." »

Both the SEC and the FERC will be closed Thursday, November 23rd in observance of Thanksgiving. The EDGAR System will not receive, process or accept filings on this day. Filings with a due date of November 23rd will be due the following business day. eForms will accept filings submitted on November 23rd. {expires: 2023-11-27} Continue reading "Thanksgiving" »