SEC Adopts Amendments to Rule 12g3-2(b) and Foreign Issuer Reporting Requirements
The SEC recently adopted amendments to Rule 12g3-2(b) under the Exchange Act which, among other things, automatically grant the Rule 12g3-2(b) exemption to foreign private issuers that meet specified conditions and require such issuers to publish electronically in English specified non-U.S. disclosure documents. The SEC also recently adopted amendments to certain SEC forms and related rules used by non-U.S. issuers which, among other things, accelerate the filing deadline for annual reports on Form 20-F; permit foreign issuers to test their qualification to use forms and rules available to foreign private issuers once a year; and revise the annual report and registration statement forms used by foreign private issuers to enhance the level of disclosure required by those forms. The attached memorandum briefly summarizes these proposals.