Beneficial Ownership Reporting Requirements and Security-Based Swaps

SEC Release No. 34-64087

March 17, 2011

The SEC published a proposal to "readopt" certain provisions of Exchange Act Rules 13d-3 and 16a-1 in order to clarify that persons who purchase or sell security-based swaps will be within the scope of those rules after the effective date of new Exchange Act § 13(o) (July 16, 2011). The SEC notes that this proposal is only intended to "preserve the existing application of the beneficial ownership rules as they relate to security-based swaps." However, the SEC adds that the staff is also engaged in a project to "modernize" the reporting rules under Exchange Act §§ 13(d) and 13(g). Comments on this proposal are due to the SEC by April 15, 2011.

Cross References

Dodd-Frank § 766

Exchange Act § 13(o)

Exchange Act Rules 13d-3, 16a-1