Advisories

The SEC’s Recently Adopted Securities Offering Reform

October 2005

On December 1, 2005, new SEC rules go into effect that will significantly modify and advance the registration and communication processes for public offerings of securities. The new rules attempt to integrate and harmonize the disclosure regimes under the Securities Act of 1933 ("Securities Act") and the Securities Exchange Act of 1934 ("Exchange Act") and address three main areas:

• Permissible communications both before and after the filing of a public offering;
• Delivery of information to investors, including delivery through access and notice; and
• Registration and other procedures in the public offering process.