Federal securities registration consistency will help companies raise capital and strengthen U.S. public markets
Washington, D.C. — MFA strongly supported the Securities and Exchange Commission’s (SEC) proposal to modernize the registered offering framework in a comment letter submitted today. The proposed reforms would make registered offerings faster, less costly, and more usable, helping companies raise capital and keeping U.S. public markets competitive. MFA also recommended modernizing outdated trading restrictions to maximize the proposal’s benefits to capital formation.
MFA strongly supports the proposal’s federal preemption provisions, which would eliminate duplicative and burdensome state registration requirements for SEC-registered offerings. These offerings already operate under comprehensive federal disclosure, reporting, liability, and antifraud standards. A uniform federal framework will reduce costs, delays, and complexity while preserving state authority to investigate fraud.
“The SEC has an opportunity to make public markets more attractive for companies while preserving the federal standards that protect investors,” said Bryan Corbett, MFA President and CEO. “Federal preemption will replace a costly patchwork of state registration requirements with a uniform national framework, making it easier for American businesses to raise capital, grow, hire, and compete.”
MFA also urged the SEC to modernize Rule 105 of Regulation M alongside the proposed expansion of Form S-3 eligibility. The expansion will lead to more overnight and rapidly priced offerings, but Rule 105 can prevent legitimate investors from participating because it captures trading that occurred before an offering was announced. Reforming the rule in tandem with the proposal will improve investor participation, support more efficient pricing, and strengthen the proposal’s capital-formation benefits.
Read the full letter here.
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About the global alternative asset management industry
The global alternative asset management industry — including hedge funds, private credit funds, and hybrid funds — serves thousands of public and private pension funds, charitable endowments, foundations, and other global institutional investors. The industry provides portfolio diversification and risk-adjusted returns to help meet their funding obligations and return targets throughout the economic cycle.
About MFA
Managed Funds Association (MFA), based in Washington, D.C., New York City, Brussels, and London, represents the global alternative asset management industry. MFA’s mission is to advance the ability of alternative asset managers to raise capital, invest it, and generate returns for their beneficiaries. MFA advocates on behalf of its membership and convenes stakeholders to address global regulatory, operational, and business issues. MFA has more than 180 fund manager members, including traditional hedge funds, private credit funds, and hybrid funds, that employ a diverse set of investment strategies. Member firms help pension plans, university endowments, charitable foundations, and other institutional investors diversify their investments, manage risk, and generate attractive returns throughout the economic cycle.
