Posts Categorized: Securities

SEC Acts Against Cryptocurrency Companies

On October 11, 2018, Securities and Exchange Commission (the “SEC”), the SEC issued a press release announcing that it had obtained an emergency court order to stop an Initial Coin Offering (an “ICO”) by Blockvest LLC and its founder, Reginald Buddy Ringgold, III. Among other things, the company claimed that the ICO had been approved by the… Read more »

SEC Increases Thresholds for “Smaller Reporting Company”

On June 28, the Securities and Exchange Commission increased the thresholds for “smaller reporting companies” (“SRCs”) and made certain other amendments designed to enlarge the category.  See here. “SRCs” are the lowest category of reporting companies (large accelerated filers, accelerated filers, non-accelerated filers and SRCs).  They need file only two years of audited financial statements,… Read more »

Supreme Court Raises Many Issues With Ruling on SEC Administrative Law Judges

On June 21, 2018, the Supreme Court decided Lucia v. Securities and Exchange Commission, in which it said by a 6-3 majority that the Securities and Exchange Commission’s (the “SEC”) Administrative Law Judges (the “ALJs”) must be chosen under the Appointments Clause of the Constitution by “Heads of Departments”, i.e., the SEC Commissioners.  The court… Read more »

SEC Reinforces Ban on Testimonial Marketing for Investment Advisers

In March 2014 the Securities and Exchange Commission (the “SEC”) issued guidance on the use by investment advisers and investment advisory representatives (together, “IAs”) in their marketing of testimonials (but not objective third-party articles) posted on social media.  Under Section 206(4) of the Investment Advisers Act (prohibiting fraudulent, deceptive or manipulative acts) and Rule 206(4)-1(a)(1) (finding testimonials… Read more »

SEC Proposes Standards for Broker-Dealers and Investment Advisers

On April 16, 2018, the Securities and Exchange Commission (the “SEC”) adopted three new proposals for standards that would apply to broker-dealers and investment advisers in dealing with retail customers.  Regulation “Best Interest” would apply to broker dealers.  Another release would interpret and enhance the “fiduciary” standard applicable to investment advisors.  Finally, the third release… Read more »

Supreme Court: Dodd-Frank Whistleblower Protections Apply Only to SEC Complaints

In Digital Realty Trust, Inc. v. Summers, the U.S. Supreme Court decided that the anti-retaliation provisions in Section 922 of the Dodd-Frank Act apply only to whistleblowing of violations of the securities laws to the Securities and Exchange Commission (the “SEC”) and not to internal whistleblowing to company personnel.  The SEC thus chose the narrower… Read more »

CFTC Issues Report on Virtual Currencies

On October 17, 2017, the Commodity Futures Trading Commision’s (the “CFTC”) LabCFTC, the CFTC’s division launched this year to look at financial technology (“FinTech”), issued a press release and its first primer (in the form of an outline on slides) called “A  CFTC Primer on Virtual Currencies” (the “Primer”).  Perhaps the most important statement in the… Read more »

Second Treasury Report on Changes to Dodd-Frank

In response to Executive Order 13772 on Core Principles for Regulating the U.S. Financial System, February 3, 2017, the U.S. Treasury (the “Treasury”) issued its second report on October 6, 2017, entitled “A Financial System that Creates Economic Opportunities:  Capital Markets” (the “Report”). after the first report on banks and credit unions was released in… Read more »

SEC Report on Virtual Token Offerings and ICOs

On July 25, 2017, the Securities and Exchange Commission (the “SEC”) Division of Enforcement released a Report of Investigation (the “Report”) and a press release on the securities law analysis of an offer of DAO virtual tokens (“DAO Tokens”).  (Such an offer is sometimes called an Initial Coin Offering, or “ICO”.)  The Report may be the first of this type of report… Read more »