Tag: Private companies

Private Companies and SEC Enforcement Actions | The D&O Diary

The reach and scope of the federal securities laws is a concern most obviously relevant to publicly traded companies. However, as I have emphasized previously, private companies are not immune from scrutiny under the federal securities laws. The SEC has in fact an extensive history of pursuing enforcement actions against private companies for alleged federal securities laws violations; one needs…

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Think Because You Are a Private Company the SEC Is Not Your Problem? Think Again (and review those separation agreements): Wiley

While public companies understand that the SEC regulates certain aspects of their activities, private entities should be aware that an aggressive SEC can investigate and penalize them (and their executives), even if they are not directly involved in issuing securities. This is especially important as companies increase their Environmental, Social, and Governance (ESG) activities, and the SEC prepares to roll…

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Private Unicorns Need Disclosure Boost, SEC’s Lizarraga Says

Unicorns should publicly disclose more about their businesses under SEC rules that have allowed big private companies to report little, if any, information, Democratic SEC Commissioner Jaime Lizarraga said Wednesday. Unicorns, young private companies valued at $1 billion or more, should report their sizes, lines of business and other details that public companies must disclose, Lizarraga said. The Securities and…

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Just a Reminder: Private Company Executives Can Be Held Liable Under the Federal Securities Laws | The D&O Diary

As the Fenwick & West law firm noted in its February 22, 2019 memo about the SEC’s and the DOJ’s actions (here), “The government’s aggressive action here is a reminder that securities regulators and law enforcement agencies are increasingly scrutinizing statements made by private companies, especially statements that create investor fervor and lead to inflated share valuations.” The SEC previously…

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