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The SEC, Felons, 'Bad Actors', and Whistleblowers

May 25, 2011

Wednesday's SEC Open Meeting will deal with rules covering Regulation D offerings and Whistleblowing. 

1.   DISQUALIFICATION OF FELONS AND OTHER “BAD ACTORS” FROM RULE 506 OFFERINGS.   Staff from the Division of Corporation Finance - Lona Nallengara, Mauri Osheroff, Gerry Laporte, Karen Wiedemann, Johanna Losert - will lead a discussion on proposed amendments to Regulation D under the Securities Act of 1933 that would disqualify securities offerings involving certain “felons and other ‘bad actors’” from reliance on the Rule 506 safe harbor exemption from Securities Act registration.  Proposals are mandated by Dodd-Frank Reform Act.  

2.   FINAL RULES FOR IMPLEMENTING WHISTLEBLOWER PROVISIONS OF SECTION 21F OF SEA OF 1934.   Staff from the Office:   Division of Enforcement and Office of the General Counsel - Stephen Cohen, Sean McKessy, Thomas Sporkin, Samuel Waldon, Jordan Thomas, Sarit Klein, Richard Levine, William Shirey, Brian Ochs, Stephen Jung, Thomas Karr, William Lenox will lead a discussion on the adoption of rules and forms to implement Section 21F of the Securities Exchange Act of 1934, entitled “Securities Whistleblower Incentives and Protection.” 

Section 21F, as mandated by Dodd-Frank, provides that the SEC shall pay awards - to be set by the Commission and subject to certain limitations - to eligible whistleblowers who voluntarily provide the SEC with original information about a violation of the federal securities laws that leads to the successful enforcement of a covered judicial or administrative action, or a related action.

[SEC Meeting Agenda, 5/25/11]