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SEC staff publishes C&DIs on Securities Act rules and Exchange Act rules

  • SEC (US Securities and Exchange Commission) Image

Dec 09, 2016

The staff in the SEC’s Division of Corporation Finance has updated its compliance and disclosure interpretations (C&DIs) related to various aspects of the Securities Act rules and Exchange Act rules.

Topics addressed by the updates included the following:

  • Securities Act rules.
    • F-series forms generally (Section 102).
    • Private resales of securities to institutions (Section 138, Rule 144A).
    • Definition of terms (Section 203, Rule 405).
    • Definitions (Section 276, Rule 902).
    • Offers or sales of securities by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing; conditions related to specific securities (Section 277, Rule 903).
  • Exchange Act rules.
    • Definitions: Rules 3a11-1 to 3b-19 (Sections 110 to 119).
    • Rule 12g-3 (Section 150).
    • Rule 12h-6 (Section 155).

For more in­for­ma­tion, see the Securities Act rules and Exchange Act rules C&DI pages on the SEC’s Web site.

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