New SEC Interpretive Release on Website Disclosure

On August 1, 2008 the U.S. Securities and Exchange Commission released intepretive guidance regarding website disclosures by public companies. Among others, the new release attempts to deal with some of the issues concerning applicability of Regulation FD, some securities fraud and liability issues, enhance the way public companies can communicate with investors via features such as RSS feeds, blogs and discussion forums. However, in well-established SEC tradition, the interpretation leaves numerous matters into a sort of securities law gray area. For example, it is unclear how the selective disclosure requirements of Regulation FD will be enforced, or how the proxy solicitation rules would apply in the context of online disclosure. If anything, the interpretation leaves room for even further interpretation and clarification and I seriously doubt that it will open the gates to diversified online public disclosure by U.S. issuers. If anything, I expect public companies to continue to operate within their current websites' status quo.

If you crave some dense reading into the more obscure SEC disclosure and Exchange Act compliance rules, you may visit:

http://www.sec.gov/rules/interp/2008/34-58288.pdf

SEC Proposed Revisions to Cross-Border Tender Offer and Business Combination Rules

The U.S. Securities and Exchange Commission has recently proposed revisions to the rules governing cross-border tender offers, business combinations and rights offerings involving foreign private issuers. The purpose of the proposed rules is to codify existing no-action letter relief and to reduce the regulatory conflict between the U.S. and non-U.S. securities regimes governing cross-border transactions. The full text of the proposed rules is available at:

http://sec.gov/rules/proposed/2008/33-8917.pdf