A federal judge has ordered the co-founder and former CEO of investment management firm F-Squared Investments to pay over $13 million after a federal jury found him liable for making false and misleading statements to investors as the public face… Read More
On March 9th the Securities and Exchange Commission barred Tobert Ritch, the president of a penny stock company from ever again serving as a public company officer or director after he was caught making false and misleading statements… Read More
The Securities and Exchange Commission has charged Brian Sodi, a penny stock promoter based in Florida with defrauding investors in a pair of gold mining stocks by secretly amassing shares before touting the companies publicly. He allegedly sold… Read More
On March 19th the Securities and Exchange Commission announced that Electronic Transaction Clearing (ETC), a registered broker-dealer headquartered in Los Angeles, has agreed to settle charges that it illegally placed more than $25 million of customers’ securities at risk… Read More
On March 13th the Securities and Exchange Commission charged foreign affiliates of KPMG, Deloitte & Touche, and BDO for their involvement in audit work that circumvented the full oversight of the Public Company Accounting Oversight Board (PCAOB). The… Read More
On March 14th the Securities and Exchange Commission charged Jun Ying, a former chief information officer of a U.S. business unit of Equifax with insider trading in advance of the company’s September 2017 announcement about a massive data… Read More
On March 14, 2018, the Securities and Exchange Commission proposed amendments to public liquidity risk related disclosure requirements for certain open-end investment management companies. Under the proposal, funds would discuss in their annual report the operation and effectiveness… Read More
The Role of Market Makers in Going Public Transactions Market Makers play a critical role in the going public process when compiling information required by Rule 15c-211 and submitting the Form 211. The last step in a going… Read More
Category: Blog Posts Tags: 15c-211, 15c2-11, 211, Blue Sky, broker-dealers, comment, custodianship, FINRA, FINRA Rule 15c2-11, Form 211, Form 211 and Amended 15c-211, Form 211 Attorney, Form 211 Attorneys, Form 211 Lawyer, Form 211 Lawyers, Form F-1, Form S-1, Going Public, Grey Sheets, Market Maker, otc, OTC Issuer, OTC Markets, OTC Markets and Sponsoring Market Maker, OTC Markets Pink, Regulation A, Regulation A Secondary Sales, Regulation A Tier 2, Regulation A+. Tier 1, Reporting Company, Reverse Merger, rule 15c-211, Rule 15c2-11, rules, SEC, SEC Administrative Proceeding, SEC Attorney, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Reporting, SEC Reporting Requirements, SEC Trading Suspension, Securities Attorney, Securities Fraud, Securities Law Defense, Securities Lawyer, Shell Company, Sponsoring Market Maker, trading suspension, Unregistered Dealer, Unsolicited quotes
According to an SEC complaint filed in 2016 in federal court in Miami, Ariel Quiros allegedly misused more than $50 million in investor funds to purchase a different ski resort and to fund personal expenses such as income taxes and… Read More
Issuers should consider the impact of offering integration when raising funds in Regulation D, Rule 506 offerings. The integration rule was created to prevent companies from improperly avoiding SEC registration statement rules.
Category: Blog Posts Tags: Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Form C, Offering integration, Private Offering, Private Placement, Registration Statement, 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 D, Regulation D Offering Integration, Rule 506, Rule 506 (b), Rule 506 Offering Integration, Rule 506-c, Rule 506(c), Section 4(2)
On January 9, 2018, the U.S. Securities and Exchange Commission (“SEC”) announced the temporary suspension of trading in the securities of three penny stock issuers: Blacksands Petroleum, Inc. (BSPE), China Education Alliance, Inc. (CEAI), DoMark International, Inc. (DOMK), and… Read More
Category: Blog Posts Tags: 15c-211, 15c2-11, attorney letter, beneficial owners, broker-dealer, confidential, Confidential Form S-1, convertible note lender, Dealer, Dilution Funder, Dilution Funding, Dilutive Financing, Direct Public Offering, Direct Public Offering Attorney, Direct Public Offering Attorneys, Direct Public Offering Lawyer, Disclosure Statement, DPO, Edgar, Exchange Act, Financial Industry Regulatory Authority, Financial Statements, FINRA, Foreign Issuer, Form 1-A, Form 1-K, Form 1-SA, Form 1-Z, Form 10-K, Form 211, Form S-1, Form S-1 Attorney, Form S-1 Lawyer, Form S-1 Registered Offering, Form S-1 Registered Stock, Form S-2, Form SEC, Go Public Direct, Going Public, Going Public Attorney, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, initial public offering, investors, IPO, Listing Fees, Market Maker, nasdaq, New York Stock Exchange, nyse, otc, OTC Markets, OTC Markets Alternative Reporting, OTC Markets and Sponsoring Market Maker, OTC Markets Applicants, OTC Markets Attorney, OTC Markets Group, OTC Markets Lawyer, OTC Markets Link, OTC Markets Market Maker, OTC Markets OTC Pink, OTC Markets OTC Pink Common Disclosure Issues, OTC Markets OTCQB, OTC Markets OTCQX, OTC Markets Sponsoring Market Maker, OTC Pink, OTCQB, OTCQB applicants, OTCQB Standards, OTCQX, OTCQX applicants, OTCQX rules, Penny Stock, Pink Current, Pink Limited Information, Pink No Information, pink sheets, Public Company, Public Disclosures, Quotation, Registered Direct Public Offering, Registration Statement, Regulation A, Regulation A Qualification, Regulation A Reporting, Regulation C, Regulation S-K, Regulation S-X, Reporting Requirement, Reporting Requirements, Rule 12g3-2(b), Rule 15c2-11, S-1 registration statement, SEC, SEC Comments, SEC Division of Corporation Finance, SEC Effectiveness, SEC filer, SEC Qualification, SEC Reporting, SEC Reporting Obligations, SEC Reporting Requirements, Securities Act, Securities Act of 1933, Securities and Exchange Commission, Securities Attorney, Securities Exchange Commission, Toxic Convertible Note, toxic financier, toxic financing, Toxic Financings, toxic funding, Toxic Lender, toxic lending, Transfer Agent, Underwriter, Underwriting, Unregistered Dealer
Last month, the Securities and Exchange Commission (“SEC”) announced charges and an asset freeze involving a Boca Raton Ponzi Scheme. The SEC alleges that the operators of the fund bilked thousands of retail investors, many of them seniors, in a $1.2 billion Ponzi scheme. SEC… Read More
Category: Blog Posts Tags: County, dodd-frank, FBI sting, FBI Undercover, FINRA Halt, fraud, Investor Loss, Investor Victims, nasdaq, nyse, Officer Director Bar, OTC Markets, Penny Stock, Penny Stock Bar, penny stock scam, penny stock scheme, penny stock sting, ponzi scheme, pump and dump, Sarbanes-Oxley, Scalping, scam, SEC, SEC Action, SEC Actions, SEC Administrative Proceeding, SEC anti-fraud, SEC Attorney, sec bar, SEC Bounty, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC Defense Lawyer, SEC Division of Enforcement, SEC enforcement, SEC Fraud, SEC Halt, SEC Injunction, SEC Investigation, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Reporting Requirements, SEC Section 17(b), SEC Subpoena, SEC Suit, SEC Trading Suspension, Section 17(b), Section 5 violation, Securities Act, Securities and Exchange Commission, Securities Attorney, Securities Fraud, Securities Indictment, Securities Law Defense, Securities Lawyer, SPAC, stock manipulation, stock scheme, trading suspension, Wells Notice
Posted by Brenda Hamilton, Securities and Going Public Lawyer OTC Markets Group (“OTC Markets”) requires companies seeking quotation of their securities on the OTCQB® Venture Stage Marketplace (“OTCQB”) have an initial and ongoing $0.01 per share minimum bid… Read More
Category: Blog Posts Tags: Direct Listing, Direct Listing Requirements, Direct Public Offering, Foreign Company, Foreign Issuer, Foreign Private Issuer, Form 10, Form F-1, Form F-1 Attorney, Form F-1 Attorneys, Form F-1 Capital, Form F-1 Capital Raise, Form F-1 Law Firm, Form F-1 Law Firms, Form F-1 Lawyer, Form F-1 lawyers, Form F-1 Offering, Form F-1 Prospectus, Form F-1 Quiet Period, Form F-1 Registered Offering, Form F-1 Registered Offerings, Form F-1 Registration Statement, Form F-1 Registration Statements, Form F-1 Resale, Form F-1 Resales, Form F-1 Selling Shareholder, Form F-1 Selling Shareholder Requirements, Form F-1 Selling Stockholder, Form F-1 Selling Stockholder Requirements, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, 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 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 Attorney, Going Public Attorneys, Going Public Law Firm, Going Public Lawyer, Going Public Lawyers, Listing, OTC Markets, OTC Markets Listing, OTC Markets Quotation, OTC Markets Requirements, OTC Pink, OTCQB, Prospectus, Prospectus Requirements, Regulation S-K, S-1 Going Public, SEC Quiet Period, SEC Reporting Obligations, SEC Reporting Requirements
More than two years ago, we published the first in a series of articles about problems surrounding the declaration and payment of a special dividend by penny stock issuer, Calissio Resources Group, Inc. (CRGP). We followed up with… Read More
The Securities and Exchange Commission charged Ibrahim Almagarby and his company with acting as unregistered dealers in the sale of billions of shares of numerous penny stock issuers. The SEC’s complaint, filed in federal district court in south… Read More
Category: Blog Posts Tags: County, dodd-frank, FBI sting, FBI Undercover, FINRA Halt, fraud, Ibrahim Almagarby, Investor Loss, Investor Victims, Microcap Equity Group, nasdaq, nyse, Officer Director Bar, OTC Markets, Penny Stock, Penny Stock Bar, penny stock scam, penny stock scheme, penny stock sting, ponzi scheme, Sarbanes-Oxley, Scalping, scam, SEC, SEC Action, SEC Actions, SEC Administrative Proceeding, SEC anti-fraud, SEC Attorney, sec bar, SEC Bounty, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC Defense Lawyer, SEC Division of Enforcement, SEC enforcement, SEC Fraud, SEC Halt, SEC Injunction, SEC Investigation, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Reporting Requirements, SEC Section 17(b), SEC Subpoena, SEC Suit, SEC Trading Suspension, Section 17(b), Section 5 violation, Securities Act, Securities and Exchange Commission, Securities Attorney, Securities Fraud, Securities Indictment, Securities Law Defense, Securities Lawyer, SPAC, stock manipulation, stock scheme, trading suspension, Wells Notice
On November 21, 2017, the Securities and Exchange Commission (“SEC”) announced Oyster Bay, New York, and its former top elected official with defrauding investors in the town’s municipal securities offerings by hiding the existence and potential financial impact… Read More
Category: Blog Posts Tags: County, dodd-frank, FBI sting, FBI Undercover, FINRA Halt, fraud, Ibrahim Almagarby, Investor Loss, Investor Victims, John Venditto, Microcap Equity Group, nasdaq, nyse, Officer Director Bar, OTC Markets, Oyster Bay, Penny Stock, Penny Stock Bar, penny stock scam, penny stock scheme, penny stock sting, ponzi scheme, Sarbanes-Oxley, Scalping, scam, SEC, SEC Action, SEC Actions, SEC Administrative Proceeding, SEC anti-fraud, SEC Attorney, sec bar, SEC Bounty, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC Defense Lawyer, SEC Division of Enforcement, SEC enforcement, SEC Fraud, SEC Halt, SEC Injunction, SEC Investigation, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Reporting Requirements, SEC Section 17(b), SEC Subpoena, SEC Suit, SEC Trading Suspension, Section 17(b), Section 5 violation, Securities Act, Securities and Exchange Commission, Securities Attorney, Securities Fraud, Securities Indictment, Securities Law Defense, Securities Lawyer, SPAC, stock manipulation, stock scheme, trading suspension, Wells Notice
On November 20, 2017, the Securities and Exchange Commission (“SEC”) announced the agenda and panelists for the 36th Annual Government-Business Forum on Small Business Capital Formation. The November 30 Small Business event will begin at 9 a.m. Central… Read More
On November 20, 2017, the Securities and Exchange Commission (“SEC”) announced that Paul G. Cellupica has been named Deputy Director of the agency’s Division of Investment Management. Mr. Cellupica will oversee a number of the division’s strategic, rulemaking,… Read More
On October 27, 2017, Randall James, Nashville, Tennessee resident, who isn’t registered to sell investments, has agreed to settle charges that he defrauded investors in his company Global Maximus Productions, which purportedly produced pay-per-view entertainment and concerts. The SEC… Read More
On November 2, 2017, the Securities and Exchange Commission (“SEC”) charged Osiris Therapeutics, a Maryland-based biotech company, and four former top executives with prioritizing revenue growth over lawful accounting and misleading investors in the process. The SEC alleges… Read More
On October 31, 2017, the Securities and Exchange Commission (“SEC”) announced that the SEC filed an action to enforce compliance with a document subpoena issued and served upon Wynn Gustafson in an SEC investigation captioned In the Matter of… Read More
On October 31, 2017, Thomas Buck, former Merrill Lynch broker, has agreed to pay more than $5 million to settle SEC charges that he fraudulently schemed to increase his personal income by obtaining excessive commissions and fees from… Read More
On October 11, 2017, the Securities and Exchange Commission (“SEC”) announced fraud charges against JustInfo LLC, a Kentucky-based entity, a California-based tax preparer who solicited investors on behalf of the entity, and the entity’s majority owner, for lying to… Read More
Category: Blog Posts Tags: County, dodd-frank, FBI sting, FBI Undercover, FINRA Halt, fraud, Ibrahim Almagarby, Investor Loss, Investor Victims, Justinfo, Microcap Equity Group, nasdaq, nyse, Officer Director Bar, OTC Markets, Penny Stock, Penny Stock Bar, penny stock scam, penny stock scheme, penny stock sting, ponzi scheme, Sarbanes-Oxley, Scalping, scam, SEC, SEC Action, SEC Actions, SEC Administrative Proceeding, SEC anti-fraud, SEC Attorney, sec bar, SEC Bounty, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC Defense Lawyer, SEC Division of Enforcement, SEC enforcement, SEC Fraud, SEC Halt, SEC Injunction, SEC Investigation, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Reporting Requirements, SEC Section 17(b), SEC Subpoena, SEC Suit, SEC Trading Suspension, Section 17(b), Section 5 violation, Securities Act, Securities and Exchange Commission, Securities Attorney, Securities Fraud, Securities Indictment, Securities Law Defense, Securities Lawyer, SPAC, stock manipulation, stock scheme, trading suspension, Wells Notice
On October 19, 2017, the U.S. Securities and Exchange Commission (“SEC”) charged John Rogicki, a New York-based investment adviser, with defrauding a non-profit charitable foundation out of $9 million. The SEC alleges that John Rogicki, managing director and… Read More
Category: Blog Posts Tags: County, dodd-frank, FBI sting, FBI Undercover, FINRA Halt, fraud, Ibrahim Almagarby, Investor Loss, Investor Victims, John Rogicki, Microcap Equity Group, nasdaq, nyse, Officer Director Bar, OTC Markets, Penny Stock, Penny Stock Bar, penny stock scam, penny stock scheme, penny stock sting, ponzi scheme, Sarbanes-Oxley, Scalping, scam, SEC, SEC Action, SEC Actions, SEC Administrative Proceeding, SEC anti-fraud, SEC Attorney, sec bar, SEC Bounty, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC Defense Lawyer, SEC Division of Enforcement, SEC enforcement, SEC Fraud, SEC Halt, SEC Injunction, SEC Investigation, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Reporting Requirements, SEC Section 17(b), SEC Subpoena, SEC Suit, SEC Trading Suspension, Section 17(b), Section 5 violation, Securities Act, Securities and Exchange Commission, Securities Attorney, Securities Fraud, Securities Indictment, Securities Law Defense, Securities Lawyer, SPAC, stock manipulation, stock scheme, trading suspension, Wells Notice
The going public process involves a number of steps that vary depending on the characteristics of the private company wishing to go public, and whether it will become a Securities and Exchange Commission (“SEC”) reporting company. A companies seeking public company… Read More
Category: Blog Posts Tags: Direct Listing, Direct Listing Requirements, Direct Public Offering, Foreign Company, Foreign Issuer, Foreign Private Issuer, Form 10, Form F-1, Form F-1 Attorney, Form F-1 Attorneys, Form F-1 Capital, Form F-1 Capital Raise, Form F-1 Law Firm, Form F-1 Law Firms, Form F-1 Lawyer, Form F-1 lawyers, Form F-1 Offering, Form F-1 Prospectus, Form F-1 Quiet Period, Form F-1 Registered Offering, Form F-1 Registered Offerings, Form F-1 Registration Statement, Form F-1 Registration Statements, Form F-1 Resale, Form F-1 Resales, Form F-1 Selling Shareholder, Form F-1 Selling Shareholder Requirements, Form F-1 Selling Stockholder, Form F-1 Selling Stockholder Requirements, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, 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 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 Attorney, Going Public Attorneys, Going Public Law Firm, Going Public Lawyer, Going Public Lawyers, Listing, Prospectus, Prospectus Requirements, S-1 Going Public, SEC Quiet Period, SEC Reporting Obligations, SEC Reporting Requirements
On October 5, 2017, the Securities and Exchange Commission (“SEC”) announced that it filed fraud charges against an attorney Marc Celello based on his alleged participation in a Ponzi scheme. The SEC’s complaint, filed in federal court in… Read More
On October 5, 2017, Richard Cody, a former investment adviser and broker representative, whom the Securities and Exchange Commission (“SEC”) has charged with defrauding Massachusetts retirees, has been indicted for deceiving and manipulating his former clients concerning the management of… Read More
On September 28, 2017, the Securities and Exchange Commission (“SEC”) obtained a final judgment against Robert Stewart, the former chief financial officer of a technology company and certified public accountant, who was charged, along with his son, with conducting… Read More
On September 22, 2017, the Securities and Exchange Commission (“SEC”) filed fraud charges against Aegerion Pharmaceuticals, a Massachusetts-based bio-pharmaceutical company, that exaggerated how many new patients actually filled prescriptions for an expensive drug that was its sole source of… Read More
On September 21, 2017, the Securities and Exchange Commission (“SEC”) obtained an order requiring the Woodbridge Group of Companies LLC, of Sherman Oaks, California, to produce the corporate documents of several company executives and employees, including the President and CEO…. Read More
Sponsoring Market Makers 101 – Form 211 and 15c-211 Requirements
The Role of Market Makers in Going Public Transactions Market Makers play a critical role in the going public process when compiling information required by Rule 15c-211 and submitting the Form 211. The last step in a going… Read More
Category: Blog Posts Tags: 15c-211, 15c2-11, 211, Blue Sky, broker-dealers, comment, custodianship, FINRA, FINRA Rule 15c2-11, Form 211, Form 211 and Amended 15c-211, Form 211 Attorney, Form 211 Attorneys, Form 211 Lawyer, Form 211 Lawyers, Form F-1, Form S-1, Going Public, Grey Sheets, Market Maker, otc, OTC Issuer, OTC Markets, OTC Markets and Sponsoring Market Maker, OTC Markets Pink, Regulation A, Regulation A Secondary Sales, Regulation A Tier 2, Regulation A+. Tier 1, Reporting Company, Reverse Merger, rule 15c-211, Rule 15c2-11, rules, SEC, SEC Administrative Proceeding, SEC Attorney, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Reporting, SEC Reporting Requirements, SEC Trading Suspension, Securities Attorney, Securities Fraud, Securities Law Defense, Securities Lawyer, Shell Company, Sponsoring Market Maker, trading suspension, Unregistered Dealer, Unsolicited quotes