Jenner & Block

Client Advisory: SEC Proposes to Readopt Existing Rules on Beneficial Ownership and Security-Based Swaps

On March 17, 2011, the Securities and Exchange Commission (“SEC”) proposed the adoption of rules for determining whether an owner of security-based swaps is a “beneficial owner” under the Securities Exchange Act of 1934 (“Exchange Act”).[1] The proposed rules are identical to the rules currently in effect; the SEC plans to readopt these rules to preserve the status quo following the July 16, 2011 effective date of new subsection (o) to Section 13 of the Exchange Act, which was added by Section 766 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”).