Securities and Exchange Commission – Federal Register Recent Federal Regulation Documents
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Notice of Proposed Exemptive Order Granting Conditional Exemption From the Broker Registration Requirements of Section 15(a) of the Securities Exchange Act of 1934 for Certain Activities of Finders
Pursuant to Sections 15(a)(2) and 36(a)(1) of the Securities Exchange Act of 1934 (``Exchange Act''), the Securities and Exchange Commission (``SEC'' or ``Commission'') is proposing to grant exemptive relief to permit natural persons to engage in certain limited activities on behalf of issuers (``Finders''), without registering as brokers under Section 15 of the Exchange Act. The proposed exemption provides for two classes of Finders, Tier I Finders and Tier II Finders, with corresponding conditions as described below.
Accredited Investor Definition
We are adopting amendments to the definition of ``accredited investor'' in our rules to add new categories of qualifying natural persons and entities and to make certain other modifications to the existing definition. The amendments are intended to update and improve the definition to identify more effectively investors that have sufficient knowledge and expertise to participate in investment opportunities that do not have the rigorous disclosure and procedural requirements, and related investor protections, provided by registration under the Securities Act of 1933. We are also adopting amendments to the ``qualified institutional buyer'' definition in Rule 144A under the Securities Act to expand the list of entities that are eligible to qualify as qualified institutional buyers.
Order Designating Certain Professional Licenses as Qualifying Natural Persons for Accredited Investor Status
The Commission is issuing an order designating the General Securities Representative license (Series 7), the Private Securities Offerings Representative license (Series 82), and the Investment Adviser Representative license (Series 65) as qualifying natural persons for accredited investor status.
Modernization of Regulation S-K Items 101, 103, and 105
The Securities and Exchange Commission (``Commission'') is adopting amendments to modernize the description of business, legal proceedings, and risk factor disclosures that registrants are required to make pursuant to Regulation S-K. These disclosure items have not undergone significant revisions in over 30 years. The amendments update these rules to account for developments since their adoption or last revision, to improve disclosure for investors, and to simplify compliance for registrants. Specifically, the amendments are intended to improve the readability of disclosure documents, as well as discourage repetition and the disclosure of information that is not material.
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