SEC

SEC Proposes Rule Amendments and New Rule to Improve Risk Management and Resilience of Covered Clearing Agencies

On May 17, 2023, the SEC announced proposed rule changes to improve the resilience and recovery and wind-down planning of covered clearing agencies. The proposal “would amend the existing rules regarding intraday margin and the use of substantive inputs to a covered clearing agency’s risk-based margin system and add a new rule to establish requirements for the contents of a covered clearing agency’s recovery and wind-down plan.”

Read the press release and rule proposal.

SEC Adopts Amendments to Enhance Private Fund Reporting

On May 3, 2023, the SEC announced its adoption of amendments to Form PF, the confidential reporting form for certain SEC-registered investment advisers to private funds. The amendments will require large hedge fund advisers and all private equity fund advisers to file current reports upon the occurrence of certain reporting events that could indicate significant stress at a fund or investor harm.

Read the press release and proposing release.

SEC Adopts Amendments to Modernize Share Repurchase Disclosure

On May 3, 2023, the SEC adopted amendments to modernize the disclosure requirements relating to repurchases of an issuer’s equity securities, including requiring issuers to provide daily repurchase activity on a quarterly or semi-annual basis.

Review the press release.

June Meeting: Small Business Capital Formation Advisory Committee

On June 14, 2023, this SEC advisory committee will hold a public meeting to discuss “matters relating to rules and regulations affecting small and emerging businesses and their investors under the federal securities laws.”

Read the meeting announcement and Sunshine Act Notice and Agenda

SEC Announces New Members of Small Business Capital Formation Advisory Committee

On May 4, 2023, the SEC announced 14 new members of the Small Business Capital Formation Advisory Committee.

Review the press release.

FINRA

Regulatory Notice 23-09: FINRA Requests Comment on FINRA Rules Impacting Capital Formation

On May 9, 2023, FINRA published Regulatory Notice 23-09 requesting comment on whether changes to FINRA rules impacting capital formation, operations, or administrative processes would further enhance the capital-raising process without compromising protections for investors and issuers. The comment period expires August 7, 2023.

Review Regulatory Notice 23-09.

Regulatory Notice 23-08: FINRA Reminds Members of Their Obligations When Selling Private Placements

On May 9, 2023, FINRA published Regulatory Notice 23-08, which reminds members of their obligations when selling private placements (i.e., unregistered offerings sold pursuant to the Regulation D safe harbors under Sections 3 and 4 of the Securities Act of 1933).

Read Regulatory Notice 23-08.

FINRA Publishes 2023 Industry Snapshot

On May 4, 2023, FINRA announced the publication of its 2023 Industry Snapshot, the annual statistical report on registered representatives, brokerage firms, and market activity FINRA oversees.

Read the press release and 2023 Industry Snapshot.

RETIREMENT

DOL Drops Appeal in ASA Lawsuit; New Fiduciary Rule a Priority

On May 15, 2023, the Department of Justice voluntarily dismissed its appeal of a ruling in favor of the American Securities Association (ASA) against the DOL in the Middle District of Florida. The court’s ruling effectively rescinded the DOL’s 2021 guidance on one-time IRA Rollover advice. On May 11, 2023, Lisa Gomez, assistant secretary for the DOL’s Employee Benefits Security Administration, spoke at a conference and told attendees that a new fiduciary rule is right at the top of the department's priorities. 

Read the ASA press release.

Read the district court’s summary judgement order.

Read a summary of Lisa Gomez’s May 11 remarks.

Digital Assets

SEC Charges 10 Microcap Companies with Securities Offering Registration Violations

On May 16, 2023, the SEC announced charges against 10 microcap companies for offering and selling securities in unregistered offerings that failed to comply with Regulation A.

Review the press release and SEC Orders.

FINRA and NFA Discuss Crypto Assets at Special Summit, Expand MOU to Include Information Sharing, Collaboration

On May 10, 2023, FINRA and NFA announced a recently held special summit on crypto assets. The organizations agreed to expand their Memorandum of Understanding to address crypto activities falling within their respective regulatory mandates.

Read the press release.