05 Jul Flash: SEC To Meet Next Week to Adopt Rules Ending Ban on General Solicitation in Regulation D Offerings

Posted at 17:52h in Congress, Entrepreneurship, SEC, Small and Microcap markets, Stock Market by

While most of us were headed away for the July 4th weekend, the SEC announced that they will hold an open meeting on July 10, among other things, to decide whether to adopt rule changes to end the prohibition on general solicitation and advertising in certain private securities offerings. If you follow this space you know the Jumpstart Our Business Startups Act (JOBS Act) required those rules to be finalized last July 5, 2012. It appears they are also going to adopt rules that will prevent certain “bad actors” from participating in those same private securities offerings under Regulation D Rule 506, which is the most popular method used for assuring that a private offering doesn’t turn into a public one inadvertently. Here is the actual notice, I’ll be listening in to the webcast from Chicago, where I will be attending a conference.

SECURITIES AND EXCHANGE COMMISSION

Sunshine Act Meeting.

Notice is hereby given, pursuant to the provisions of the Government in the Sunshine Act, Pub. L. 94-409, that the Securities and Exchange Commission will hold an Open Meeting on Wednesday, July 10, 2013 at 10:00 a.m., in the Auditorium, Room L-002.

The subject matters of the Open Meeting will be:

  • The Commission will consider whether to adopt amendments to eliminate the prohibition against general solicitation and general advertising in certain securities offerings conducted pursuant to Rule 506 of Regulation D under the Securities Act and Rule 144A under the Securities Act, as mandated by Section 201(a) of the Jumpstart Our Business Startups Act.
  • The Commission will consider whether to propose amendments to Regulation D, Form D and Rule 156 under the Securities Act. The proposed amendments are intended to enhance the Commission’s ability to evaluate changes in the market and to address the development of practices in Rule 506 offerings.
  • The Commission will consider whether to adopt amendments to disqualify securities offerings involving certain “felons and other ‘bad actors’” from reliance on the exemption from Securities Act registration pursuant to Rule 506 as mandated by Section 926 of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

At times, changes in Commission priorities require alterations in the scheduling of meeting items.

For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact:

The Office of the Secretary at (202) 551-5400.

Elizabeth M. Murphy
Secretary

July 3, 2013
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