Monday, April 5, 2021
Not far behind the dramatic increase in the use of special purpose acquisition companies (SPACs) is a corresponding increase in the number of shareholder lawsuits and increased activity at the US Securities and Exchange Commission (SEC). In recent days, Reuters reported that the SEC opened an inquiry seeking information on how underwriters are managing the risks involved in SPACs,
[i] and the SEC’s Division of Corporation Finance (Corp Fin) and acting chief accountant have issued two separate public statements on certain accounting, financial reporting and governance issues that should be considered in connection with SPAC-related mergers.
[ii] This increase in activity by SEC staff comes on the heels of nearly two dozen federal securities class action filings, several SEC investor alerts and earlier guidance from Corp Fin.
Legal Disclaimer
You are responsible for reading, understanding and agreeing to the National Law Review s (NLR’s) and the National Law Forum LLC s Terms of Use and Privacy Policy before using the National Law Review website. The National Law Review is a free to use, no-log in database of legal and business articles. The content and links on www.NatLawReview.com are intended for general information purposes only. Any legal analysis, legislative updates or other content and links should not be construed as legal or professional advice or a substitute for such advice. No attorney-client or confidential relationship is formed by the transmission of information between you and the National Law Review website or any of the law firms, attorneys or other professionals or organizations who include content on the National Law Review website. If you require legal or professional advice, kindly contact an attorney or other suitable professional advisor.
Legal Disclaimer
You are responsible for reading, understanding and agreeing to the National Law Review s (NLR’s) and the National Law Forum LLC s Terms of Use and Privacy Policy before using the National Law Review website. The National Law Review is a free to use, no-log in database of legal and business articles. The content and links on www.NatLawReview.com are intended for general information purposes only. Any legal analysis, legislative updates or other content and links should not be construed as legal or professional advice or a substitute for such advice. No attorney-client or confidential relationship is formed by the transmission of information between you and the National Law Review website or any of the law firms, attorneys or other professionals or organizations who include content on the National Law Review website. If you require legal or professional advice, kindly contact an attorney or other suitable professional advisor.
Thursday, March 11, 2021
As we discussed in our recent post “What to Expect from the SEC Under the Biden Administration,” market participants can expect a more vigorous SEC enforcement program under the new administration. President Biden’s nominee to chair the SEC, Gary Gensler, was known as a tough enforcer while serving as chairman of the CFTC during the financial crisis. If confirmed as SEC Chairman by the Senate, Mr. Gensler is sure to bring an assertive approach to SEC enforcement.
Investment advisers and fund managers would be wise to prepare for heightened regulatory scrutiny of their sectors in particular. In the recent past, the SEC relied heavily on deficiency letters from exam staff
Tuesday, March 9, 2021
In December 2020, NASDAQ submitted a proposed rule change to the U.S. Securities and Exchange Commission (“SEC”) to add a diversity requirement as a condition for listing on its electronic stock exchange. That proposal would require at least two “diverse” directors or officers and periodic disclosure of aggregate data on gender preference, race, ethnicity, and sexual orientation.
Much earlier, both State Street Investors and BlackRock had called for the appointment of more women to corporate boards and indicated they would not vote for board candidates of companies that had no women on them. In a series of high profile sex abuse cases, which gave rise to the “Me Too” movement, and the sequential deaths of Black Americans killed by police and private violence, which spurred the Black Lives Matter protests, business leaders of all ilks saw it as both necessary AND appropriate to emphasize their commitment to a society that is both