SEC Proposes Additional Requirements to Regulation D, Form D and Rule 156

September 13, 2013

The U.S. Securities and Exchange Commission (SEC) has proposed a suite of amendments to Regulation D, Form D and Rule 156 under the Securities Act of 1933 (Securities Act) (Proposed Rules). According to the SEC, the Proposing Release comes in connection with the adoption of amendments to permit general solicitation and general advertising in certain circumstances, as discussed in a recent OnPoint. A majority of the SEC Commissioners state that the Proposed Rules are intended to (i) enhance the SEC’s ability to monitor how the market will implement the new private offering regime and (ii) provide additional investor safeguards to combat concerns in connection with permitting issuers to engage in general solicitation and general advertising under the newly created paragraph (c) of Rule 506.

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