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ARTICLE · 10 JULY 2001

SEC Adopts Fair Disclosure Regulation

Mayer Brown
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United StatesFinance and Banking
James Junewicz
James Junewicz
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The Securities and Exchange Commission has adopted Regulation FD (for "fair disclosure") to address the problem of "selective disclosure" of material information by public companies. Securities Act of 1933 Rel. No. 7881 (August 15, 2000). The release also covers the adoption of two new insider trading rules, Rule 10b51 and Rule 10b52. Regulation FD and the new rules will become effective October 23, 2000.

Regulation FD

Under Regulation FD, whenever:

  • an issuer, or person acting on its behalf,
  • discloses material non-public information about the issuer or its securities,
  • to specified persons (in general, securities market professionals, or holders of the issuer's securities who are likely to trade on the basis of the information),

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