On February 22nd, the SEC, in conjunction with the Office of Government Ethics, voted to adopt amendments to its ethics rules that are designed to both enhance and update its ethics compliance program. The amendments modernize the SEC’s current ethics requirements that govern the securities holdings and transactions of all agency employees, their spouses, and minor children. The amendments update the SEC’s Supplemental Ethics Rules, 5 CFR Part 4401.102, Supplemental Standards of Conduct for Members and Employees Securities and Exchange Commission. Continue reading "SEC Revises Ethics Rules Governing Securities..." »

The SEC’s Investor Advisory Committee will hold an open meeting via webcast on sec.gov on Thursday, March 7, 2024, at 10:00 a.m. ET. The meeting is free and open for the public to attend. It will feature two panels on equity market structure and materiality as a disclosure standard. {expires: 2024-03-08}
Continue reading "SEC Staff to Hold Investor Advisory Committee..." »

On January 24th, the SEC adopted rules to enhance investor protections in transactions related to special purpose acquisition companies (SPACs). The SEC also approved rules governing both shell company business combinations and disclosure of projections in SEC filings. An informational video that provides a high-level summary of the relevant policies is now available. Continue reading "SEC Overview of New SPACs Rules Available for..." »

On February 20th, the SEC reminded filers to confirm that internal links in their EDGAR filings are working properly before to submitting the filings on EDGAR. Electronic filers may include links to different sections within a single HTML document, such as, in exhibits filed under Item 601 of Regulation S–K. Filers should be mindful that incorrect internal links will result in errors surrounding those links when the filings are disseminated. Continue reading "SEC Reminds Filers to Confirm Accurate Internal..." »

The SEC’s Small Business Capital Formation Advisory Committee will hold an open meeting via webcast on sec.gov to discuss matters concerning rules and regulations affecting small and emerging businesses and their investors under the federal securities laws. The meeting will take place on Tuesday, February 27, 2024, at 10:00 a.m. ET. This meeting is free and open for the public to attend. {expires: 2024-02-28} Continue reading "SEC’s Staff to Discuss Accredited Investor..." »

The SEC has proposed a rule to update the dollar threshold for a fund to qualify as a “qualifying venture capital fund” for purposes of section 3(c)(1) of the Investment Company Act of 1940. Qualifying venture capital funds are not included in the Act’s definition of an “investment company.” The rule is intended to update the dollar threshold from the current standard of $10 million to $12 million aggregate capital contributions and uncalled committed capital. Under the Economic Growth, Regulatory Relief, and Consumer Protection Act of 2018, the SEC is required to index the dollar figure for this threshold to inflation once every five years. Continue reading "SEC Proposes to Revise Definition of Qualifying..." »

The SEC has provided guidance on how to prepare and submit Inline XBRL filing fee exhibits (EX-FILING FEES) to the EDGAR system. This guidance is provided in accordance with the SEC’s Filing Fee Disclosure and Payment Methods Modernization rule, adopted in October 2021. As a reminder, GoFiler already provides a new filing fee disclosure preparation tool. Continue reading "SEC Provides Guidance on Inline XBRL Filing Fee..." »

The SEC will be closed Monday, February 19th in observance of President’s Day/Washington’s Birthday. The EDGAR System will not receive, process, or accept filings on this day. Filings with a due date of February 19th will be due the following business day, Tuesday, February 20th. The FERC will also be closed in observance of the federal holiday. eForms will accept filings submitted on February 19th. {expires: 2024-02-20} Continue reading "President’s Day" »

On February 8th, the SEC announced that, in conjunction with the Commodity Futures Trading Commission (CFTC), it has adopted amendments to Form PF that are designed to modernize reporting requirements for all filers and large hedge fund advisers. Form PF is the confidential reporting form for certain SEC-registered investment advisers to private funds. This includes those also registered with the CFTC as a commodity pool operator (CPO) or commodity trading adviser (CTA). The adopted revisions are intended to provide further insight into private funds’ operations and strategies, reduce reporting errors, and assist in identifying trends (those that could improve data quality and comparability). Continue reading "SEC Approves Amendments to Enhance Private Fund..." »

On February 6th, the SEC announced that it adopted two new rules that would require market participants who engage in certain dealer roles (especially those who assume significant liquidity-providing roles in the markets) to register with the SEC pursuant to Sections 15 and 15C of the Exchange Act, to become members of a self-regulatory organization (SRO), and to comply with federal securities laws and regulatory obligations as well as any applicable SRO and Treasury rules and requirements. Continue reading "SEC Approves New Rules to Include Certain..." »

On February 5, 2024, the SEC implemented EDGAR Release 24.0.2, which includes changes to the filing cut-off times for Schedules 13D and 13G, as well as updates to Forms N-MFP3 and Form N-PX. Continue reading "SEC Announces EDGAR Release 24.0.2" »

On January 26th, the Financial Accounting Standards Board (FASB) released two proposed Taxonomy Implementation Guides based on the 2024 US GAAP Financial Reporting Taxonomy, which is currently under consideration by the SEC. These guides focus on the XBRL modeling for the reporting of leases and reporting by investment companies. Continue reading "FASB Releases Proposed Taxonomy Implementation..." »

The SEC’s Division of Trading and Markets has announced that it has rescheduled its open meeting to Tuesday, February 6, 2024, at 10:00 a.m. The meeting was originally scheduled for Wednesday, January 31, at 9:30 a.m. ET. The meeting is free, open for the public to attend and will be webcast on sec.gov. During the meeting, the Division will explore the definition of certain phrases as they relate to the regulation of liquidity providers. {expires: 2024-02-07} Continue reading "SEC’s Division of Trading and Markets to Hold..." »