New Texas Rules Require Texas-Based Investment Fund Managers to Conduct a...
Following proposals issued in October 2013, the Texas State Securities Board recently approved amendments to its investment adviser registration rules. The amendments take effect on March 31, 2014, and...
View ArticleNew SEC No-Action Letter Exempts M&A Brokers from Federal Broker-Dealer...
by Richard A. Tulli and George T. Lee III The Staff of the Securities and Exchange Commission has just released a significant no-action letter, dated Jan. 31, 2014 and revised Feb. 4, 2014 (available...
View ArticleReporting Companies’ Conflict-Minerals Obligations Will Continue
A number of reporting companies are still working diligently to comply with their obligations to file the initial Form SD, by May 31, 2014, under the SEC’s conflict-minerals rule. As recently pointed...
View ArticleLimited Availability of Rule 144 for Resales by Shareholders of Former Shell...
Persons seriously considering, on an informed basis, going public through a reverse merger with a public shell company likely understand that the transaction will not create liquidity for shareholders...
View ArticleDesignating Officers for Exchange Act Purposes
Annual “housekeeping” activities of public companies at this time of year include, or should include, designating “officers” for purposes of filing reports under Section 16 of the Securities Exchange...
View ArticleShareholder Internal Insider-Trading Policies
Certain organizations that hold or invest in publicly traded securities may gain material nonpublic information regarding an issuer of those securities by virtue of the terms of the investment in the...
View ArticleAdoption of a Rule 10b5-1 Plan – To Disclose or Not to Disclose, Part 3
The two preceding posts in this series (1) began to address the question whether a CEO’s adoption of a Rule 10b5-1 trading Plan should be publicly disclosed by the CEO or the company, such as through a...
View ArticleSEC Brings First Whistleblower Retaliation Action Against Hedge Fund Manager.
On Monday of this week, the SEC charged hedge fund manager Paradigm Capital Management of Albany, New York with making improper principal trades and retaliating against the firm’s head trader who...
View ArticleThe Supreme Court Decision in Halliburton Allows Defendants to Rebut...
On July 21, 2014, Gardere Partner Orin H. Lewis issued a client alert discussing the impact of the Supreme Court’s decision in Halliburton Co. v. Erica John Fund, Inc., 573 U.S. ___, slip. op. at 1...
View ArticleThe SEC’s Investor Advisory Committee Ponders Change to Accredited Investor...
On Thursday, October 9, the Investor Advisory Committee of the Securities and Exchange Commission will meet to discuss whether to recommend a change to the definition of “accredited investor.” This...
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