Law.com Subscribers SAVE 30%
Call 855-808-4530 or email [email protected] to receive your discount on a new subscription.
SEC Takes First Significant Steps Toward Crowdfunding
Recently finalized rulemaking by the SEC to implement Section 201(a)(1) of the Jumpstart Our Business Startups Act, Pub. L. No. 112-106, '201(a), 126 Stat. 306, 313 (Apr. 5, 2012) (the JOBS Act), allows issuers of securities to engage in general solicitation and advertising to accredited investors in some private placement offerings of securities. See, “Eliminating the Prohibition Against General Solicitation and General Advertising in Rule 506 and Rule 144A Offerings,” Release No. 33-9354 (Aug. 29, 2012), [hereinafter New Rule 506(c) ]. This advertising activity was previously prohibited under the widely used private placement exemption of SEC Rule 506, enacted under Regulation D to perfect exemption from the registration requirements of the Securities Act of 1933, as amended. Although the SEC's announcement leaves several notable questions unanswered, Rule 506(c) has the potential to enhance the utility of investment programs in the franchise world.
Rule 506(c) now permits securities issuers to use general advertising and solicitation, typically manifested as published advertisements, articles and notices in newspapers, magazines and other broadcast media. 17 C.F.R. 230.502(c). This will enable crowdfunding ventures and franchisors to reach a greater audience in marketing investments in their businesses. However, these issuers may sell only to accredited investors (New Rule 506(c), supra note 2), purchasers of securities who possess, or who the issuer reasonably believes immediately before the sale of securities possess, “such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment.” 17 C.F.R. 230.501(a); 17 C.F.R. 230.506(b)(2)(ii).
The DOJ's Corporate Enforcement Policy: One Year Later
The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.
Use of Deferred Prosecution Agreements In White Collar Investigations
This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.
How AI Has Affected PR
When we consider how the use of AI affects legal PR and communications, we have to look at it as an industrywide global phenomenon. A recent online conference provided an overview of the latest AI trends in public relations, and specifically, the impact of AI on communications. Here are some of the key points and takeaways from several of the speakers, who provided current best practices, tips, concerns and case studies.
New York's Latest Cybersecurity Commitment
On Aug. 9, 2023, Gov. Kathy Hochul introduced New York's inaugural comprehensive cybersecurity strategy. In sum, the plan aims to update government networks, bolster county-level digital defenses, and regulate critical infrastructure.