The SEC Oyerhauls the Securities Act of 1933, Restricts Abuses Involving Shell Companies, and Streamlines the Delisting and Withdrawal Procedures Under the Exchange Act

摘要

In its first major overhaul in a generation of the Securities Act of 1933, as amended (the "Securities Act"), the Securities and Exchange Commission (the SEC) recently adopted rules that significantly update and facilitate the registration and offering procedures under the Securities Act. Part one provides an overview of the SEC's action to eliminate outdated restrictions in the securities offering process and to facilitate the timely dissemination by issuers of investment information to investors without delaying the securities offering process. Part two discusses the new rules adopted by the SEC on July 15, 2005 to regulate abuses involving "shell companies." The new rules define the term "shell company" and target previously identified regulatory abuses that have arisen where a shell company has been used to commit fraud or circumvent regulation. Part three summarizes rules adopted by the SEC on July 14, 2005 to simplify the delisting and deregistration processes under the Securities Exchange Act of 1934 (the Exchange Act).