Meeting of SEC Small Business Capital Formation Advisory Committee

Location: Public will be able to view on www.sec.gov

Date: Friday, May 6, 2022

Time: 10:00 a.m. – 3:00 p.m. (ET)

10:00   Call to Order; Introductory Remarks by Commissioners

10:15   Discussion of SEC’s Proposed Rules on Climate-Related Disclosures

On March 21, 2022, the Commission proposed rules to enhance and standardize climate-related disclosures for investors. Among other things, the proposed rules would require registrants to include certain climate-related disclosures in their registration statements and periodic reports. This press release includes a fact sheet highlighting the areas covered by the proposed rules. 

Staff from the SEC’s Division of Corporation Finance will provide an overview of the proposed rules, and then the Committee will hear from speakers on how the proposed rules on climate-related disclosures might impact smaller public companies if finalized. 

Speakers:

• Thomas Sonderman, CEO, and Steve Manko, CFO, SkyWater Technology, a U.S. semiconductor technology manufacturing company, Bloomington, IN
• Betty M. Huber, Partner and Global Co-Chair of ESG Practice, Latham & Watkins LLP, New York, NY

Following discussion with the speakers, the Committee will engage in discussion and deliberate on potential recommendations.

12:00   Non-public executive session for administrative business, followed by a lunch break until 1:30.

1:30     Discussion of SEC’s Proposed Rules on SPACs, Shell Companies, and Projections   

During its September 2021 meeting, the Committee discussed different pathways for businesses to go public, including mergers with special purpose acquisition companies (SPACs). On March 30, 2022, the Commission proposed rules on SPACs, shell companies, and projections, which would require, among other things, additional disclosures about SPAC sponsors, conflicts of interest, and sources of dilution. This press release includes a fact sheet highlighting the areas covered by the proposed rules. 

Staff from the SEC’s Division of Corporation Finance will provide an overview of the proposed SPAC rules, and then the Committee will hear from a lawyer who advises companies in financing transactions on implications and impacts the proposed rules may have on small businesses if finalized. 

Speaker: Anna Pinedo, Partner, Mayer Brown LLP, New York, NY

Following discussion with the speaker, the Committee will engage in discussion and deliberate on potential recommendations.

3:00     Wrap-up and Adjournment