July 11, 2020

Volume X, Number 193

July 10, 2020

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July 09, 2020

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SEC Staff No Longer Requires “Tandy” Representations in Filing Reviews

On October 5, the staff (Staff) of the Securities and Exchange Commission announced that, effective immediately, a company will no longer be required to make affirmative “Tandy” representations in correspondence with the Staff in connection with the Staff’s review of the company’s filings. Previously, the Staff required a company to acknowledge in writing its responsibility for the disclosures in its filings and also that the company would not raise the Staff’s review process and acceleration of effectiveness as a defense in any legal proceeding. In connection with the Staff’s new policy, the Staff will include in its review comment letters a statement reminding a company and its management of their responsibility for the accuracy and adequacy of disclosures, notwithstanding any review, comments, action or absence of action by the Staff.

The SEC’s press release is available here.

©2020 Katten Muchin Rosenman LLPNational Law Review, Volume VI, Number 281

TRENDING LEGAL ANALYSIS


About this Author

Mark D. Wood, corporate securities lawyer Katten Muchin Chicago Law firm
Partner

Mark D. Wood is head of Katten's Securities practice and concentrates in corporate and securities law. Mark represents public companies, issuers and investment banks in initial public offerings (IPOs) and other public offerings, private investment in public equity (PIPE) transactions, debt securities and other securities matters.

Mark also represents clients in complex corporate transactions, including tender offers, mergers, acquisitions, dispositions, going-private transactions, private equity investments, joint ventures and...

312-902-5493
Mark Reyes Securities Lawyer Katten Muchin law firm Chicago office
Partner

Mark J. Reyes concentrates his practice in corporate and securities matters, including representing issuers and investors in public offerings and private placements of equity and debt securities and advising clients in complex corporate transactions such as mergers, acquisitions, private investments in public equity (PIPEs), private equity investments and joint ventures. He also counsels public companies on securities law compliance, disclosures and corporate governance matters.

Shown below is a selection of Mark’s engagements.

  • Representation of hospitality company in connection with its initial public offering and listing on NYSE, as well as ongoing counseling with respect to compliance with securities laws and NYSE rules, disclosure and corporate governance matters.
  • Representation of NASDAQ-listed public company in the banking industry in connection with strategic transactions, capital raising transactions, compliance with securities laws and NYSE rules, disclosure and corporate governance matters, including strategic acquisitions, notes offering and at-the-market offering.
  • Representation of clean tech manufacturer for industrial equipment in connection with alternative public offering and listing on NASDAQ, as well as ongoing counseling with respect to compliance with securities laws and NASDAQ rules, disclosure and corporate governance matters.
  • Representation of NASDAQ-listed issuer in connection with selling stockholder block trades.
  • Representation of NYSE-listed industrial manufacturer with respect to compliance with securities laws and NYSE rules, disclosure and corporate governance matters.
  • Representation of NASDAQ-listed medical device company with respect to compliance with securities laws and NASDAQ rules, disclosure and corporate governance matters.
312-902-5612
Timothy R. Knudsen, Katten Muchin Rosenman, general corporate attorney, public interest lawyer, mergers acquisitions legal counsel
Associate

Timothy R. Knudsen is an associate in the Corporate practice with an emphasis on private equity investments, mergers and acquisitions, and general corporate counseling and representation across a wide variety of industries.

Prior to joining Katten, Tim served as a law clerk to Senator Richard Joseph "Dick" Durbin for the US Senate Judiciary Committee. While in law school, Tim was the admissions editor for the Illinois Law Review. He also served as student body vice president and as chair of the Community and Governmental Affairs...

312-902-5271