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Abstract: 

Unless the current rules change, implementation of the HFCA Act may force a large number of public companies to exit our markets in the next few years. In this article the author discusses the Act, the SEC and PCAOB implementing rules, and the mandatory trading prohibition that follows from them. She then notes various options for exiting the U.S. markets by going private and the process for de-listing and de-registering shares. She concludes by suggesting that issuers who anticipate becoming subject to the trading prohibition should start discussions now about the optimal way to respond to the HFCA Act the rules adopted by the SEC and the PCAOB.

Keywords: Holding Foreign Companies Accountable Act; Public Company Accounting Oversight Board (PCAOB); SEC and PCAOB Implementing Rules; Disclosure and Submission Requirements

Affiliations:  1: Mayer Brown LLP.