On December 18, the SEC announced two long-anticipated rule proposals. One proposal would require companies engaged in resource extraction to disclose payments made to foreign governments or the U.S. federal government for the commercial development of oil, natural gas, or minerals. The SEC adopted rules on this topic in 2012, as required by the Dodd-Frank Act. However, those rules were vacated by court order. Revised new rules were adopted in 2016, but those were disapproved by Congress under the Congressional Review Act. The SEC’s announcement notes that despite these actions, the SEC remains statutorily obligated to issue rules in this area.
The second proposal would allow more investors to participate in private offerings by adding “new categories of natural persons that may qualify as accredited investors based on their professional knowledge, experience, or certifications.” The proposal would also expand the list of entities that could qualify as accredited investors, including through an investments test. If adopted substantially as proposed, the proposal would make it possible for more individuals and entities to participate in private offerings.
Both proposals are subject to a 60-day comment period.
If you have any questions, please contact Gunster securities law and corporate governance practice leaders Bob Lamm or Gus Schmidt.
