SEC Proposes Revisions to Remove Credit Ratings from Certain Securities Act and Exchange Act Rules and Forms

February 25, 2011

The SEC has proposed amendments to remove references to investment-grade ratings in Forms S-3 and F-3 under the Securities Act of 1933 and Schedule 14A under the Securities Exchange Act of 1934 and certain other rules and forms. Among other effects, these amendments would make the benefits of short-form securities registration, shelf offering procedures and incorporation by reference unavailable to some US and foreign private issuers who currently qualify.