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This two-day program is a fundamental securities law primer for attorneys. Designed to illuminate how securities attorneys can solve practical problems that arise in the context of today’s public and private offerings, each segment will emphasize the legislative basis and real-world best practices every attorney should know.
This program will provide an introduction to securities laws, the basic aspects of the U.S. federal securities laws, and the interplay among the Securities Act of 1933, the Securities Exchange Act of 1934, related SEC regulations, and other significant legislative and regulatory changes and proposals. There will also be discussions related to SEC reporting, mergers and acquisitions, and other common corporate transactions. Attendees will be able to review the regulatory scheme for proxy solicitations in the age of corporate activism, how the federal securities laws apply to mergers and acquisitions, and the issues of individual liability for corporate officers and other insiders.
In addition to covering the regulatory and practice basics, our faculty of experts will also address current trending issues facing securities attorneys. For instance, Special Purpose Acquisition Companies (SPACs) have gone mainstream. The program faculty will discuss what SPACs are, how they came to be such a popular topic, and whether they serve as an appropriate alternative to IPOs. An in-depth two-hour ethics segment will also discuss the delicate balance of complying with ethics and professional responsibility rules in SEC practice.
What You Will Learn
- Introduction to securities laws: an overview of the Securities Act of 1933 and Securities Exchange Act of 1934
- What is the interrelationship of securities laws with state corporate laws and stock exchange requirements?
- What is a “security”? What are an “offer,” a “sale” and a “prospectus”?
- Guidance on working with the SEC
- Special purpose acquisition companies (SPACs) discussion: are SPACs an IPO alternative?
- What's new in securities law? An in-depth look at current issues in cybersecurity, Covid-19, climate change, and more.
- How should securities lawyers approach due diligence and disclosure obligations?
- Analysis of exempt securities versus exempt transactions
- What are the triggers for Exchange Act reporting obligations?
- Sarbanes-Oxley and Dodd-Frank “clawback” provisions — where do things stand today?
- Complying with ethics and professional responsibility rules in SEC practice
- Earn two hours of ethics credit
Program Level: Overview
Intended Audience: All attorneys interested in learning about the securities laws and best practices.
Advanced Prep: None