SEC – CapitalXchange

Debrief: SEC’s 45th Annual Small Business Forum

Cooley — Wed, 18 Mar 2026 16:00:00 +0000

Last week, the SEC held one of its most anticipated annual events – the Small Business Forum – which serves as both a status check and brainstorming session for capital formation issues affecting emerging and newly public companies. The forum gives business leaders, practitioners, and other members of the public an opportunity to weigh in on capital-raising policy recommendations that will be…

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Is Your Registration Statement About to Get a Whole Lot Easier?

Cooley — Thu, 22 Jan 2026 17:00:00 +0000

Last week, SEC Chair Paul Atkins announced that the staff would be taking a comprehensive look at Regulation S-K, which drives most of the line item disclosure requirements that apply to public companies and companies looking to go public. To give you a sense of what a big deal this overhaul initiative could be, here are some of the disclosures currently governed by Regulation S-K: There…

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Going Public? Know These Seven SEC Priorities for 2026

Cooley — Wed, 07 Jan 2026 17:00:00 +0000

As companies gear up for 2026, what happens at the SEC could smooth the path for public capital raising efforts. However, with “lessons learned” from the government-wide shutdown still fresh in our memories – and becoming relevant again as soon as January 30th – planning for potential delays and regulatory curveballs is more important than ever. Here are seven themes for companies at the pre…

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Capital Markets Crystal Ball: Predictions for 2026

Cooley — Wed, 10 Dec 2025 16:00:00 +0000

With New Year’s Day approaching, now is an exciting time to imagine what lies ahead for the capital markets. Q1 is typically quiet, but if you’re considering an initial public offering in 2026, keep an eye out for these key signs of a healthy market, drawn from a lively and informative discussion at the 2025 Berkeley Fall Forum on Corporate Governance that was moderated by Cooley partner Jon…

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Thursday’s Webcast: “What to Expect From the SEC Now That the Government Shutdown Has Ended”

Cooley — Mon, 01 Dec 2025 16:00:00 +0000

In the wake of the lengthiest government shutdown in history, questions remain about how the Securities and Exchange Commission staff is tackling its backlog of registration statements – and the potential impact on the SEC’s enforcement, rulemaking and disclosure review priorities. Tune in this Thursday, December 4, at 2:00 pm ET to hear from my Cooley colleagues – and former SEC staffers – Tejal…

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SEC Climate Change Disclosure Proposal: What Non-US Companies Need to Know

Cooley — Mon, 13 Jun 2022 19:00:00 +0000

The Securities and Exchange Commission has proposed new rules that would require extensive climate change disclosure in registration statements and periodic reports. The Wall Street Journal has called this proposal “œthe biggest potential expansion in corporate disclosure since the creation of the Depression-era rules over financial disclosures that underpin modern corporate statements. ”…

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SEC Decreases Fee Rates for Fiscal 2022, Which Begins October 1, 2021

Cooley — Tue, 24 Aug 2021 22:31:17 +0000

Today, the SEC announced that it was reducing the fees it charges issuers to register their securities. In fiscal 2022, the fee rates for registration of securities and certain other transactions will be $92.70 per million dollars, down from $109.10 per million dollars last year. These rates are set each year to levels the SEC projects will generate collections equal to annual statutory…

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Is There a Resurgence in the Use of Non-GAAP Financial Measures?

Cooley — Mon, 17 May 2021 21:33:00 +0000

In 2016 and early 2017, the SEC made a big push “”through a series of staff oral admonitions and written guidance, as well as an enforcement action “”to require issuers to be more transparent and more consistent in the use of non-GAAP financial measures and to avoid altogether non-GAAP measures that were misleading. In May 2016, the Corp Fin chief accountant, as reported in CFO.com…

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SEC to Scrutinize Company Accounting for Impact of Climate

Cooley — Thu, 06 May 2021 21:41:00 +0000

In February, then-Acting SEC Chair Allison Lee directed the staff of Corp Fin, in connection with the disclosure review process, to “œenhance its focus on climate-related disclosure in public company filings, ” starting with the extent to which public companies address the topics identified in the interpretive guidance the staff issued regarding climate change in 2010. (See this PubCo post.

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Is the SEC considering guidance on SPAC projections?

Cooley — Thu, 29 Apr 2021 16:10:00 +0000

Reuters is reporting “”exclusively “”that the SEC is contemplating issuing more guidance that would “œrein in growth projections ” made by listed SPACs and clarify when the PSLRA would be available to protect SPAC projections, “œaccording to three people with knowledge of the discussions. ” According to Reuters, the SEC guidance “œwould escalate its crackdown on the deal frenzy ” in SPACs…

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Cooley Supports Petition to SEC for E-Signatures

Cooley — Mon, 04 May 2020 15:34:00 +0000

Cooley, together with Wilson Sonsini Goodrich & Rosati and Fenwick & West, has submitted a petition to the SEC requesting a rule change to allow companies to use electronic signatures in their filings. Today, companies are required to sign many SEC filings, including registration statements filed in connection with IPOs, manually, as well as retain the originals of those manually signed copies for…

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