Anthony, Linder & Cacomanolis, PLLC’s Post

Unfortunately for market participants, in its amendment to the “dealer” definition, the SEC is unapologetic concerning its failure to provide guidance to the myriad of small-cap lenders/investors that are now engaged in litigation or under investigation. The SEC hedges, stating that “the final rules are one way to establish that a person is a dealer or government securities dealer; otherwise applicable court precedent and Commission interpretations will continue to apply.” To drive the point home, the final rule itself contains a provision stating that “no presumption shall arise that a person is not a dealer or government securities dealer solely because that person does not satisfy the standards of the final rules.” #SecuritiesLawBlog #SEC #ALCLAW

Unfortunately for market participants, in its amendment to the “dealer” definition, the SEC is unapologetic concerning its failure to provide guidance to the myriad of small-cap lenders/investors that are now engaged in litigation or under investigation. The SEC hedges, stating that “the final rules are one way to establish that a person is a dealer or government securities dealer; otherwise applicable court precedent and Commission interpretations will continue to apply.” To drive the point home, the final rule itself contains a provision stating that “no presumption shall arise that a person is not a dealer or government securities dealer solely because that person does not satisfy the standards of the final rules.” #SecuritiesLawBlog #SEC #ALCLAW

Unfortunately for market participants, in its amendment to the “dealer” definition, the SEC is unapologetic concerning its failure to provide guidance to the myriad of small-cap lenders/investors that are now engaged in litigation or under investigation. The SEC hedges, stating that “the final rules are one way to establish that a person is a dealer or government securities dealer; otherwise applicable court precedent and Commission interpretations will continue to apply.” To drive the point home, the final rule itself contains a provision stating that “no presumption shall arise that a person is not a dealer or government securities dealer solely because that person does not satisfy the standards of the final rules.” #SecuritiesLawBlog #SEC #ALCLAW

Unfortunately for market participants, in its amendment to the “dealer” definition, the SEC is unapologetic concerning its failure to provide guidance to the myriad of small-cap lenders/investors that are now engaged in litigation or under investigation. The SEC hedges, stating that “the final rules are one way to establish that a person is a dealer or government securities dealer; otherwise applicable court precedent and Commission interpretations will continue to apply.” To drive the point home, the final rule itself contains a provision stating that “no presumption shall arise that a person is not a dealer or government securities dealer solely because that person does not satisfy the standards of the final rules.” #SecuritiesLawBlog #SEC #ALCLAW

Unfortunately for market participants, in its amendment to the “dealer” definition, the SEC is unapologetic concerning its failure to provide guidance to the myriad of small-cap lenders/investors that are now engaged in litigation or under investigation. The SEC hedges, stating that “the final rules are one way to establish that a person is a dealer or government securities dealer; otherwise applicable court precedent and Commission interpretations will continue to apply.” To drive the point home, the final rule itself contains a provision stating that “no presumption shall arise that a person is not a dealer or government securities dealer solely because that person does not satisfy the standards of the final rules.” #SecuritiesLawBlog #SEC #ALCLAW

The SEC Now Charges A Firm For Illegal Securities Dealing #MarketNews #SEC #SECNews #StockMarket #RegulatoryNews #Regulation #GaryGensler #StockMarketNews #FinancialNews

A federal court recently struck down an SEC rule that would have broadened the definition of "dealer" in a way that exceeded the SEC's authority under the Exchange Act. A critical point for the judge was the SEC's attempt to require people and businesses to register as dealers despite not being "in the business of customer-order facilitation.” Ah, but what about the "shadow rulemaking" through litigation the SEC has been conducting on a case-by-case basis explicitly applying the "dealer" definition to people who have no customers? That regulation by enforcement effort continues. Marc Indeglia, Christina Zaroulis Milnor, Kevin Timken and I recently talked about this very topic at the PIPEs Conference on the panel, "What you Need to Know About the SEC's Enforcement Campaign Against Convertible Debt PIPE Investors." (video recording here https://lnkd.in/gM5Dewkp)

The SEC has provided guidance regarding potential underwriter status under Section 2(a)(11) of the Securities Act in de-SPAC transactions. #SecuritiesLawBlog #SEC #ALCLAW

A Form F-1 is the general registration form for the offer and sale of securities under the Securities Act for foreign private issuers and, like Form S-1, is the form to be used when the company does not qualify for the use of any other registration form. #SecuritiesLawBlog #SEC #ALCLAW

A Form F-1 is the general registration form for the offer and sale of securities under the Securities Act for foreign private issuers and, like Form S-1, is the form to be used when the company does not qualify for the use of any other registration form. #SecuritiesLawBlog #SEC #ALCLAW