April 12, 2012

Corp Fin Issues ’34 Act Registration & Deregistration FAQs

Yesterday, Corp Fin issued 5 FAQs regarding Section 12(g) registration triggers and, for banks and bank holding companies, the Section 12(g) and Section 15(d) deregistration and cessation of reporting triggers.

I have to hand it to the Corp Fin Staff. I’ve never seen a new set of guidance come out every single day, not an easy thing to do and it definitely helps those of us navigating uncharted waters. I already have JOBS Act fatigue just watching from the sidelines (with a related case of JOBS Act carpal tunnel posting so many memos in our “JOBS Act” Practice Area)…

JOBS Act: SEC Offers “Comment Letter” Field Day

Akin to what it did nearly two years ago in the wake of Dodd-Frank, the SEC announced yesterday that it would accept comments ahead of proposing any rulemaking under the JOBS Act. Here’s the SEC’s new “JOBS Act Comments Page.”

And here is my blog from two years ago when the SEC did this for Dodd-Frank, as most of my commentary from then still applies. Looking back at the “Dodd-Frank Comment Page,” it does appear that some folks did take advantage of pre-rulingmaking commenting – although I have no idea how useful those comments were for the SEC ahead of drafting proposals.

My gut feeling is that the JOBS Act will not be quite so “popular” in attracting advance comments as the topics tend to be little “technical” for the general public and many of the rulemakings won’t impact a vast majority of existing public companies. Plus you would be shocked how many folks still haven’t gotten the news that the JOBS Act has changed the ’33 Act dramatically – many of us practice in several different fields and don’t have time to keep up with the very latest (ie. they don’t read this blog!). Anyways, weigh in yourself in the anonymous poll below…

Poll: Commenting in Advance of SEC’s JOBS Act Rulemaking

Please take a moment for this anonymous poll:

Online Surveys & Market Research

– Broc Romanekyou got it, thx