The object of the new proposed changes to Rule 15c2-11 is the same as it was in 1998 and 1999: to cut back on penny stock fraud, which may now be even more rampant than it was 20 years ago.
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In addition to their new rule allowing companies to “test the water“, the SEC has announced another new rule regarding Exchange-Traded Funds (ETFs). The SEC says they are modernizing the regulation of ETFs “by establishing a clear and… Read More
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After the election of 2016, a lot was made of “fake news” and Facebook’s role in spreading it. Part of this large controversy involved the consulting firm Cambridge Analytica, which was run by Steve Bannon. Cambridge Analytica used… Read More
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Securities Lawyer 101 Blog The Depository Trust and Clearing Corporation (“DTCC”), through its subsidiaries, provides clearing, settlement and information services for securities. DTCC’s subsidiary, the Depository Trust Company (“DTC”), was created to improve efficiencies and reduce risk in… Read More
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The popular messaging app Kik raised over $100 million in 2017 in its Initial Coin Offering (ICO). Then, in June of 2019, the SEC sued them because they did not register the offering, as required by United States… Read More
Jan Atlas, a 74-year old attorney based in Ft. Lauderdale was charged on September 17, 2019, with “one count of securities fraud, in violation of Title 15, United States Code, Sections 77q(a) and 77x, in Case No. 19CR60258. … Read More
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Rule 506(c) of Regulation D. Rule 506(c) removes the 80-year prohibition against the general solicitation and advertising of private placements.
Category: Blog Posts Tags: Accredited Investor, Accredited Investor Verification, coronavirus, Coronavirus (COVID-19), Covid-19 Pandemic, Crowdfunding, Outbreak, Private Placement, Regulation CF, Regulation Crowdfunding, Regulation D, Rule 504, Rule 506 (b), Rule 506-c, Rule 506(c), SEC Registration, Section 4(a)(6) Crowdfunding, Section 4(a)(6) Offering, SECTION 4(A)6, Securities Act, Securities Exemption, Securities Offering, Small Business, ule 506
According to Forbes, Bill Hinman partook in a fireside chat at Cardozo Law School this week, where he “covered a range of topics related to the regulation of digital securities.” Hinman told Cardozo that the SEC continues to… Read More
Form 10-K attorneys generally draft the narrative portion of the annual report for publicly traded companies. The Form 10-K report is the most comprehensive of the year. This is because Form 10-K contains the issuer’s audited financial statements. The annual… Read More
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adopted a system of disclosure rules for issuers who fall into the category of a smaller reporting company. The “smaller reporting company” category includes generally, companies that enter the SEC reporting system with less than $75 million in common equity public float.
Going public is frequently used as a stepping stone by companies seeking to raise capital.
Category: Blog Posts Tags: Brenda Hamilton, Brenda Hamilton Attorney, Brenda Hamilton Boca, Brenda Hamilton Lawyer, Brenda Hamilton Securities Lawyer, CBD Stocks, Corporate Finance, Crowdfunding, Direct Listing, Direct Public Offering, DPO, Form 10, Form 10-K, Form 10-Q, Form 8-K, Form F-1, Form F-1 Registration Statement, Form Registration Statement, 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 filing requirements, 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 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 Attorney, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, going public transactions, initial public offering, investors, IPO, jobs act, OTC Markets Attorney, OTC Markets Lawyer, Penny Stock Attorney, Penny Stock Lawyer, Pot Stocks, Prospectus, Prospectus Requirements, Raise Capital, Raise Money, Reg A, Register Securities, Registration Statement, Regulation A, Regulation A Offering, Regulation A Tier 2, Regulation A to Go Public, Regulation CF, Regulation S-K, reporting obligations, Reporting Regulation A, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, S-1 Going Public, SEC Attorney, SEC Lawyer, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Section 12(b), Section 12(g), securities, Securities Attorney, Securities Exchange Act, Securities Lawyer, Securities Offering, Short Sale Lawyer, Small Business Lawyer
Securities Lawyer 101 Form S-1 registration statements are the most commonly used registration statement form. It allows issuers to register various types of offerings and the form can be used by both public and private companies engaged in going… Read More
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The SEC has just adopted Securities Act Rule 163B, which will allow all issuers to “gauge market interest in a possible initial public offering or other registered securities offering through discussions with certain institutional investors prior to, or… Read More
Form 8-A is a shortened type of securities registration statement under the Securities Exchange Act that registers a class of an issuer’s securities. Form 8-A allows short form disclosures.
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Ross Mandell was the founder of Sky Capital Holdings, Ltd., a venture capital firm and brokerage. He is currently serving a 12 year sentence for defrauding investors of over $100 million from 2001 to 2006. His case was… Read More
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Form S-1 requires the registrant to provide specific selling stockholder disclosures. These selling stockholder disclosure requirements in Form S-1 are set forth in Item 507 of Regulation S-K
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Muneeb Ali, the founder of Blockstack PBC, released a blog post this week reporting that his company has raised $23 million in public token offerings. This is significant because Blockstack PBC was the first crypto company to gain… Read More
The Securities and Exchange Commission (“SEC”), the U.S. Attorney for the District of Massachusetts, and the Federal Bureau of Investigation have announced charges against five individuals, who the authorities allege attempted to manipulate shares of Boston-based Amogear Inc. A… Read More
Starbucks’ stock fell today after news broke that the Securities and Exchange Commission sent a letter questioning the way that Starbucks recognizes its revenue. New accounting guidelines were implemented at the end of 2018 that is affecting many… Read More
Form 10 and 8-A can be used to register both debt and equity securities. Upon effectiveness, the issuer becomes subject to SEC reporting requirements. This is different from a Securities Act registration, in which a company registers a certain number of a class of securities (debt or equity) for a particular public distribution.
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According to CNBC, the FDA has slammed vaping company Juul for illegal marketing practices and is threatening fines and seizures against the company. Juul has been claiming that its vapes/e-cigarettes are healthy alternatives to cigarettes, but it turns… Read More
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Martin Shkreli, who gained infamy in 2015 for buying the drug Daraprim, an antiparasite that costs pennies to make, and raising its price to $750 per pill, then later doing all sorts of crazy things, is back at… Read More
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Once the SEC staff declares your company’s Securities Act registration statement on Form S-1 effective, the public company becomes subject to the SEC’s reporting requirements .
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Rule 506 of Regulation D of the Securities Act of 1933 provides a private placement exemption from federal securities registration which is increasingly being used by companies seeking to raise capital prior to going public.
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Rule 506(c) is the most commonly used exemption of the Regulation D of the Securities Act. Rule 506(c) allows the issuer to use general solicitation and advertising so long as sales are only made to purchasers who the issuer verifies as an “accredited investor”.
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The Russian entity ICO Rating is an online presence that shares information about ICOs (initial coin offerings), which have grown alongside the rapid rise of cryptocurrency in the past few years. ICO Rating settled with the SEC for… Read More
Rule 506(c) fundamentally changes how private placements will be conducted, by allowing issuers to engage in general solicitation and advertising if they comply with the Rule’s specific requirements. The advantages offered by Rule 506(c) are significant for issuers… Read More
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An exempt Direct Public Offering can involve a private placement under Rules 506(c) or 504 of Regulation D. The most commonly used Direct Public Offering exemption is Rule 506(c).
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SEC Concept Release on Harmonization of Securities Offering Exemptions In the wake of the stock market crash of 1929, the public had lost confidence in the entirely unregulated U.S. markets. Congress sought to restore it by creating a… Read More
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Securities Lawyer 101 Blog In order to qualify for many of the benefits created by Title I of the JOBS Act, an issuer must qualify as an Emerging Growth Company. The JOBS Act created a new disclosure standard… Read More
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