Securities Offering Registration Exemptions: The SEC Issues Comprehensive Request for Comment on the Framework for Exempt Offerings under the Securities Act

Sullivan & Cromwell LLP - July 1, 2019

The Securities Act of 1933 contains a large number of exemptions from its registration requirements and authorizes the Securities and Exchange Commission to adopt additional exemptions. The existing body of exemptions has evolved and expanded over time through SEC rulemaking and legislative changes, resulting in a framework that is complex and potentially difficult for issuers to navigate. On June 18, 2019, the SEC issued a concept release seeking public comment on possible ways to simplify, harmonize and improve the existing exempt offering framework to promote capital formation and expand investment opportunities while maintaining appropriate investor protections.