Foreign Issuers
Foreign issuers face unique challenges when accessing U.S. capital markets, from navigating complex disclosure requirements to understanding the regulatory expectations that apply to non-U.S. companies. This resource page provides clear, practical guidance on key U.S. securities law considerations for foreign private issuers, cross-border offerings, and ongoing reporting obligations, helping issuers, advisors, and investors understand the rules that shape international participation in U.S. markets.
In a recent move, the U.S. Securities and Exchange Commission ( SEC ) issued a concept release examining the definition of a Foreign Private Issuer . This step underscores the SEC’s effort to evaluate whether the current framework still makes sense i…
Read MoreForeign private issuers seeking U.S. market visibility without SEC registration often rely on Rule 12g3-2(b). This exemption allows non-U.S. companies listed on a qualified foreign exchange to trade on the OTCQX International or OTCQB Markets. It pro…
Read MoreAfter a foreign private issuer has completed its going public transaction by completing an offering registered under the Securities Act of 1933 , as amended (the “ Securities Act ”) or registered as a class of securities under the Exchange Act of 193…
Read MoreFor foreign private issuers ( FPIs ) listed in the United States, staying compliant with U.S. Securities and Exchange Commission ( SEC ) regulations is a critical task. Among the various reporting obligations, Form 6-K stands out as a key mechanism f…
Read MoreThe Securities and Exchange Commission (“ SEC ”) requires various forms of SEC registration statements covering the offer and sale of securities for both public and private companies. The eligibility and requirements of each SEC registration statemen…
Read MoreForeign companies going public in the United States must file a registration statement covering a class of securities pursuant to the Securities Exchange Act of 1934 , as amended (“Exchange Act”) if the class of securities will be listed on a United …
Read MoreWhether you are evaluating a U.S. listing, preparing SEC filings, or simply seeking to understand the landscape, the materials below offer a helpful starting point, with deeper insight into the requirements, strategies, and practical considerations foreign issuers face when accessing U.S. capital markets.
