Rule 506(c) verification of accredited investor status is only required where the issuer engages in general solicitation and/or advertising. The SEC provided guidance as to acceptable accredited investor verification methods.
Category: Blog Posts Tags: Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Form C, Regulation CF, Regulation CF Attorney, Regulation CF Attorneys, Regulation CF Capital Raise, Regulation CF Crowdfunding, Regulation CF Funding, Regulation CF Law Firm, Regulation CF Lawyer, Regulation CF Lawyers, Regulation CF offering, Regulation CF Requirements, Regulation Crowdfunding, Regulation Crowdfunding Attorney, Regulation Crowdfunding attorneys, Regulation Crowdfunding Lawyers, Regulation Crowdfunding Offering, Regulation Crowdfunding Reporting, Regulation Crowdfunding Requirements, Regulation Crowdfunding SEC Reporting, Regulation Crowdfunding Securities Offering, SECTION 4(A)6
Crowdfunding Offerings in the Time of Coronavirus In the past few months, the COVID-19 outbreak has caused quarantines and closures, and has restricted the movement of people and goods between countries and within the United States. It has… Read More
Category: Blog Posts Tags: Accredited Crowdfunding, Accredited Investor, BackerKit, Brenda Hamilton, coronavirus, COVID-19, Covid-19 Pandemic, Crowdfunding, Crowdfunding Exemption, Kickstarter, Michael Williams, Regulation A, Regulation CF, Regulation Crowdfunding, Rule 506, Rule 506-c, Rule 506(c), SEC, SEC Registration, SEC Reporting Requirements, Securities Offering
A short sale transaction can be part of a legitimate trading strategy if done legally. Illegal Short selling…
The SEC Addresses COVID-19 Disclosure Requirements Earlier this month, the Securities and Exchange Commission (the “SEC”) addressed COVID-19 disclosure requirements in a release reminding companies subject to the SEC’s reporting requirements of their disclosure obligations regarding their… Read More
Category: Blog Posts Tags: COVID-19, COVID-19 Disclosure Requirements, COVID-19 DISCLOSURES, COVID-19 SEC, COVID-19 SEC DISCLOSURES, Form 10-K, Form 10-Q, Form 20-F, Form 6-K, Form S-3, Form S-8, insider trading, Rule 12-25 Extension, Rule 12b-25, Rule 144, SEC Reporting Requirements, SEC Reporting Requirements Selective Disclosure
U.S. Small Business Administration Offers Funding in Response to COVID-19. The Coronavirus Preparedness and Response Supplemental Appropriations Act (the “Act”), passed with near unanimous support in both the House and Senate and was signed into law on March 6, 2020. The Act provides $20 million for the Small Business Administration (“SBA”) disaster loans program to support SBA’s administration of loans to entities financially impacted as a result of the coronavirus. Individual businesses may apply for up to $2 million of working capital loans.
Category: Blog Posts Tags: Brenda Hamilton, coronavirus, COVID-19, disaster loans program, Families First, Hamilton & Associates Law, SBA Disaster, SBA Disaster Loan, SBA Loan, Securities Attorney, Small Business Loan
Accredited Investor Verification – Accredited Crowdfunding Under Rule 506(c) Accredited investor verification is a critical part of the Rule 506(c) also known as the Accredited Crowdfunding exemption. Rule 506(c) of Regulation D of the Securities Act of 1933,… Read More
Category: Blog Posts Tags: Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Form C, Regulation CF, Regulation CF Attorney, Regulation CF Attorneys, Regulation CF Capital Raise, Regulation CF Crowdfunding, Regulation CF Funding, Regulation CF Law Firm, Regulation CF Lawyer, Regulation CF Lawyers, Regulation CF offering, Regulation CF Requirements, Regulation Crowdfunding, Regulation Crowdfunding Attorney, Regulation Crowdfunding attorneys, Regulation Crowdfunding Lawyers, Regulation Crowdfunding Offering, Regulation Crowdfunding Reporting, Regulation Crowdfunding Requirements, Regulation Crowdfunding SEC Reporting, Regulation Crowdfunding Securities Offering, SECTION 4(A)6
Understanding the Games that Issuers and Short Sellers Play When a manipulated stock’s price declines, it has become common practice for penny stock issuers and their disciples to scream foul play and claim their company is the victim… Read More
Form 10 shells are used as inventory for reverse merger transactions that take a company from private to public company status.
Category: Blog Posts Tags: Class of Securities, Direct Public Listing, Direct Public Offering, Exchange Act, Form 10, Form 10 Attorney, Form 10 Attorneys, Form 10 Disclosures, Form 10 Effective, Form 10 Lawyer, Form 10 Lawyers, Form 10 Registration, Form 10 Registration Statement, Form 10 Shell, Form 10 Shell Company, Form 10 Shells, Form 8-A, Form S-1, Form S-1. Registration Statement, Go Public, Go Public Direct, Going Public, Public Company, Public Company Reporting, Register Securities, Registration Statement, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Securities Exchange Act
If a company files a registration statement on Form 10 under Section 12 of the Exchange Act, it becomes an SEC reporting company and the company becomes subject to the same annual, quarterly, and current reporting obligations that result… Read More
Category: Blog Posts Tags: Class of Securities, Direct Public Listing, Direct Public Offering, Exchange Act, Form 10, Form 10 Attorney, Form 10 Attorneys, Form 10 Disclosures, Form 10 Effective, Form 10 Effectiveness, Form 10 Lawyer, Form 10 Lawyers, Form 10 Registration, Form 10 Registration Statement, Form 10 Shell, Form 10 Shell Company, Form 10 Shells, Form 8-A, Form S-1, Form S-1. Registration Statement, Go Public, Go Public Direct, Register Securities, Registration Statement, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Securities Exchange Act, When is Form 10 Effective
What You Need to Know About Crowdfunding Portals and Intermediaries The JOBS Act includes provisions to allow crowdfunding intermediaries known as “Crowdfunding Portals”, or “Crowdfunding Platforms” to assist companies with raising capital using the internet. Crowdfunding Portals will serve as attractive… Read More
The Division of Corporation Finance of the Securities and Exchange Commission (SEC) reviews filings and provides companies going public with comments on filings to ensure that its disclosure requirements are being met. This is particularly common for a… Read More
Category: Blog Posts Tags: Class of Securities, Direct Listing Lawyer, Direct Public Listing, Direct Public Offering, DPO, Exchange Act, Form 10, Form 10 Attorney, Form 10 Attorneys, Form 10 Disclosures, Form 10 Effective, Form 10 Going Public, Form 10 Lawyer, Form 10 Lawyers, Form 10 Registration, Form 10 Registration Statement, Form 10 Shell, Form 10 Shell Company, Form 10-K, Form 10-Q, Form 8-A, Form 8-A registration statement, Form 8-K, Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Quiet Period, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form s-1 registration statement filing, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Direct, Go Public Lawyer, Going Public, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, going public transactions, OTC Markets, OTC Markets Lawyer, Prospectus, Prospectus Requirements, Register Securities, Registration Statement, Regulation S-K, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, S-1 Going Public, SEC Quiet Period, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Section 12(b), Section 12(g), Securities Exchange Act, securities offerings
Private companies going public should consider Form S-1 filing requirements when contemplating their securities offering. The most commonly used registration statement form is Form S-1. Private companies seeking to raise capital often file a registration statement on SEC… Read More
Category: Blog Posts Tags: Direct Listing Lawyer, Direct S-1 Listing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 Going Public Law Firm, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Quiet Period, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Lawyer, Going Public, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, OTC Markets, OTC Markets Lawyer, Prospectus, Prospectus Requirements, Regulation S-K, S-1 Going Public, SEC Quiet Period
The FDA recently approved an opioid-free pain-relieving cream from Honest Globe, a plant-based wellness company specializing in alternative health care. This over-the-counter topical is infused with cannabidiol (CBD) oil, an ingredient found in cannabis, originally derived from the hemp plant.
According to the company, Elixicure may be able to help those manage chronic pain without the use of narcotics.”We are ecstatic to announce that Elixicure’s Registration has been Certified by the FDA,” Elixicure’s Chief of Business Development, Yaniv Kotler said. “The FDA’s certification provides customers with an alternative to opioids for pain relief.”
This is what you need to know.
Category: Blog Posts Tags: attorney, Cannabis, Cannabis Company, cbd, CBD Company, cbd oil, fda, Health, Health and Wellness, Healthcare, hemp, Hemp Oil, holistic health, Market, Open Market
FINRA Encourages Member Firms to Provide Notice of Activities in Digital Securities Last year, FINRA took several steps to engage with its members regarding their current and planned activities relating to digital assets. These efforts included the issuance… Read More
On January 23, 2020, the Securities and Exchange Commission (SEC) issued a cease and desist order against attorney Ben Bunker (Benjamin L. Bunker). Bunker is a 42 year old lawyer based in Las Vegas, Nevada. Bunker was working… Read More
Category: Blog Posts Tags: ben bunker, disgorgement, enforcement, fraud, Going Public, lawyer, legal opinions, Microcap Action, Microcap Investor, Microcap Stock, OTC Markets, penalty, Penny Stock, Penny Stock Bars, Penny Stock Investor, Penny Stock Issuer, ponzi scheme, regulation, russell, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Claim, SEC Defendant, SEC Defense, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Securities Attorney, Securities Fraud, Securities Law Defense, Securities Lawyer, stock certificates
FINRA, before the New Year 2020, sanctioned five major financial firms who failing to reasonably supervise custodial accounts. These five firms were: Citigroup Global Markets Inc.; J.P. Morgan Securities LLC; LPL Financial LLC; Morgan Stanley Smith Barney LLC;… Read More
The confidential submission of a registration statement on Form S-1 allows a company to keep the registration statement confidential.
Category: Blog Posts Tags: Confidential Registration, Confidential Registration Statement, Confidential Submission, Direct Listing Lawyer, Emerging Growth Company, Form 10, Form 10 Registration, Form 10 Registration Statement, Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Lawyer, Form S-1 lawyers, Form s-1 registration statement filing, Form S-1. Registration Statement, Going Public Lawyer, going public transactions, OTC Markets, OTC Markets Lawyer, Registration Statement Attorneys, Registration Statement Lawyer, SEC Registration Statement, SEC Reporting Requirements, securities offerings
On March 13, 2019, the Securities and Exchange Commission (SEC) charged attorney Diane Dalmy with fraud for “for concealing from transfer agents and brokerage firms her involvement in preparing legal opinion letters concerning the sale of certain microcap… Read More
Category: Blog Posts Tags: Diane Dalmy, Diane Dalmy attorney, Diane Dalmy lawyer, fraud, Hartford Courant, lawyer, legal opinions, Michael Woodford, Microcap Action, Microcap Investor, microcap securities, Microcap Stock, OTC Markets, Penny Stock, Penny Stock Bars, Penny Stock Investor, Penny Stock Issuer, ponzi scheme, regulation, russell, scheme, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Securities Fraud, Securities Law Defense, woodford
A California man, Guy Scott Griffithe, and a Washington state man, Robert William Russell, were charged on Tuesday, January 21, 2020, by the Securities and Exchange Commission (SEC) for defrauding investors by selling them shares of one company,… Read More
Category: Blog Posts Tags: Cannabis, Cannabis Company, CBD Company, CBD Stock, enforcement, fraud, griffithe, investments, license, marijuana, Microcap Action, Microcap Investor, Microcap Stock, OTC Markets, Penny Stock, Penny Stock Bars, Penny Stock Investor, Penny Stock Issuer, ponzi scheme, regulation, russell, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Claim, SEC Defendant, SEC Defense, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Securities Fraud, Securities Law Defense, Sonya Russell
On Wednesday, January 15, 2020, the Chicago Sun Times reported “A federal judge has frozen the assets of Kenneth Courtright, an Illinois man and the company he ran under the name “The Income Store” after the U.S. Securities and Exchange Commission (SEC) accused him of a “Ponzi-like scheme” that raised $75 million.” This man is named Kenneth Courtright. He founded the company and is the current chairman. Courtright was using the money from his company to overpay his mortgage and pay tuition for his kids’ private school. The Income Store is officially known as Todays Growth Consultant, Inc. (TGC).
Category: Blog Posts Tags: Asset Freeze, illinois, investors, Kenneth Courtright, Microcap Action, Microcap Investor, Microcap Stock, OTC Markets, Penny Stock, Penny Stock Bar, Penny Stock Investor, Penny Stock Issuer, ponzi scheme, SEC Action, SEC Administrative Proceeding, SEC Asset Freeze, SEC Attorney, SEC Claim, SEC Defendant, SEC Defense, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Securities Fraud, Securities Law Defense, TGC, tgc. sec. enforcement, the income store, Todays Growth Consultant
Offering integration can become a problem for some issuers conducting Regulation A+ (also known as Reg A) offerings. The Reg A offering integration rules prevent companies from improperly avoiding SEC registration by dividing a single securities offering into multiple securities offerings to take advantage of Securities Act exemptions that would not be available for the combined offering.
Category: Blog Posts Tags: Reg A, Reg A Offering, Regulation A, Regulation A LawyerOffering integration, Regulation A Offering Integration, Rule 506, Rule 506(b), Rule 506(c), Rule Offering, SEC Registration, Securities Act, Securities Offering, Securities Offering Integration
Rule 504 of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”) allows an issuer to raise capital of up to $5,000,000 in a 12-month. Rule 504 allows sales to both accredited and non-accredited… Read More
Category: Blog Posts Tags: Non-Accredited Investor, Private Placement Memorandum, Regulation D, Regulation D Attorney, Regulation D Rule 504, Regulation D Rule 504 Securities Offering Requirements, Rule 504 Attorney, Rule 504 Exemption, Rule 504 of Regulation D, Rule 504 Offering, Rule 504 Securities Offering, Rule 506, SEC Reporting Requirements
The New York Post reported on Friday, January 17, 2020, “A convicted hedge-fund swindler assumed a fake name and donned a disguise to lure investors into a $30 million cryptocurrency fraud in New York that spanned two years.”… Read More
Category: Blog Posts Tags: blockchain terminal, boaz manor, crypto, Cryptocurrency Fraud, eileen prado, enforcement, fraud, ICO, SEC, SEC Action SEC Litigation SEC Defendant SEC Lawyer SEC Injunction SEC Claim SEC Allegation SEC Order SEC Administrative Proceeding SEC Attorney SEC Charges SEC Judgement, shaun macdonald
Once you publicly file your Form 1-A offering statement, the solicitation materials must be followed by a current preliminary offering circular or include a declaration that notifies potential investors where and how the most current preliminary offering circular may be found. This condition can be satisfied by adding the URL where the preliminary offering circular is located on the internet.
Category: Blog Posts Tags: Form 1-A, Form 1-A Offering Circular, Form 1-A. Form 1-A offering circular, Form 1-K, Form 1-K Annual Reports, Form 1-K Report, Form 1-SA; Form 1-SA Reports, Form 1-U, Form 1-U Report, Form 1-U Reporting, Form 1-Z Report, pre-filing solicitation materials, Regulation 1-SA, Regulation A, Regulation A Filings, Regulation A Form 1-k, Regulation A Offering, Regulation A Reporting, Regulation A Reports, Regulation A Rule, Regulation CF, Regulation Crowdfunding, SEC Registration, SEC Reporting, SEC Reporting Requirement, SEC Reporting Requirements, SEC Reports, SEC Rule, SEC Temporary Rule, Securities Act, Securities Offering, Semi-annual reports on Form 1-SA, test the waters, testing the waters
The SEC and Section 17(b) Stock Promotion In the over-the-counter equities market, paid stock promotion has long been of concern to the Securities and Exchange Commission (“SEC”) and to responsible market participants. Recently the OTC Markets has taken… Read More
Category: Blog Posts Tags: Anthony Thompson, David Rees, David Rees Securities Lawyer, Investor Relations, Jay Fung, Kevin Sepe, like Section 10(b), Microcap Action, Microcap Investor, Microcap Stock, OTC Markets, OTC Markets Group, OTC Solutions LLC, Penny Stock, Penny Stock Bars, Penny Stock Investor, Penny Stock Issuer, ponzi scheme, Pudong LLC, Recycle Tech, regulation, Ronny J. Halperin, russell, Ryan Gonzalez, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Claim, SEC Defendant, SEC Defense, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, Stock Promoter, Stock Promotion, Thomas Fung, Toxic Funder, Toxic Funders
The Securities and Exchange Commission (SEC) wants to improve the regulation surrounding market data plans. They are seeking public comment on a proposed order that would modernize the governance of National Market System (NMS). According to Wikipedia, “The National… Read More
Form S-1 registration statements is the most commonly used registration statement form. Form S-1 permits issuers to register various types of offerings and the form can be used by both public and private companies engaged in going public transactions. A Form… Read More
Category: Blog Posts Tags: Confidential Registration Statement, Confidential Submission, Emerging Growth Company, Form 10, Form 10 Registration, Form 10 Registration Statement, Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Quiet Period, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form s-1 registration statement filing, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Lawyer, Going Public, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, going public transactions, Prospectus, Prospectus Requirements, Regulation S-K, S-1 Going Public, SEC Quiet Period, SEC Registration Statement, SEC Reporting Requirements, securities offerings
On December 30, 2019, just before the start of the new year, the Securities and Exchange Commission (SEC) “announced that it is proposing amendments to codify certain staff consultations and modernize certain aspects of its auditor independence framework.”… Read More
In recent years, the SEC has issued trading suspensions and revoked the registration of numerous publicly traded companies many of which were dormant tickers at one time. These SEC enforcement proceedings were brought under Section 12(j) of… Read More
A Form 10 registration status can cure public shell company status and has been used by many companies after reverse mergers. Rule 144 is available to shareholders of former shell companies if:
Category: Blog Posts Tags: Class of Securities, Confidential Registration Statement, Confidential Submission, Direct Public Listing, Direct Public Offering, DPO, Emerging Growth Company, Exchange Act, Form 10, Form 10 Attorney, Form 10 Attorneys, Form 10 Disclosures, Form 10 Effective, Form 10 Going Public, Form 10 Lawyer, Form 10 Lawyers, Form 10 Registration, Form 10 Registration Statement, Form 10 Shell, Form 10 Shell Company, Form 10-K, Form 10-Q, Form 8-A, Form 8-A registration statement, Form 8-K, Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Lawyer, Form S-1 lawyers, Form s-1 registration statement filing, Form S-1. Registration Statement, Go Public, Go Public Direct, going public transactions, Register Securities, Registration Statement, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Section 12(b), Section 12(g), Securities Exchange Act, securities offerings
SEC Proposes Improvements to Governance of National Market System
The Securities and Exchange Commission (SEC) wants to improve the regulation surrounding market data plans. They are seeking public comment on a proposed order that would modernize the governance of National Market System (NMS). According to Wikipedia, “The National… Read More
Category: Blog Posts Tags: comment, data, enforcement, investors, national market system, nms, proposal, SEC, trading