SEC Issues New CD+Is Regarding Rule 506 “Bad Actor” Disqualifications

Summary: On January 3, 2014, the SEC’s Division of Corporation Finance updated its Compliance and Disclosure Interpretations (CDIs) to add five additional CDIs regarding, among other things, how beneficial ownership under the "bad actor" disqualifications in Rule 506 private placements is determined, as well as one CDI regarding the beneficial ownership of group members under Rule 13d-3.