New Rules On Communicating About Offerings

On November 3, 2004, the Securities and Exchange Commission issued proposed rules to reform the regulatory regime that governs securities offerings. This was not the SEC’s first foray into this area. In 1998, the SEC had proposed a broad reconstruction of the offering and disclosure rules that had ultimately foundered. The November 2004 proposals were more modest in scope than the 1998 proposals, which had earned the appellation "aircraft carrier." Yet, though more modest in scope, the November 2004 proposals are significant within the area they seek to regulate - the offering process under the Securities Act of 1933 (the "1933 Act") - and even more significant in that these rules were ultimately adopted.