The SEC Pursues Shell Packer, Joseph Meuse
Securities Law Blog On November 25, 2014, the Securities & Exchange Commission (“SEC”) announced administrative proceedings against Joseph Meuse pursuant to Section 15(b) of the Securities Exchange Act of 1934 (“Exchange Act”). According to the SEC, from April… Read More
Feds to Auction Silk Road Bitcoins Belonging to Ross William Ulbricht
Last week, the US Marshals Service announced that it will hold an auction on December 4, to sell 50,000 bitcoins that belong to Ross William Ulbricht. Ulbricht is alleged to have operated the first Silk Road website that was… Read More
Trends in Bitcoin Regulation
Securities Law Blog On October 27, 2014, FinCEN issued two administrative rulings to companies seeking guidance on whether a company would be required to register as an MSD as defined under… Read More
SEC Censures Eureeca.com For Selling To US Investors
Securities Law Blog On November 12, 2014, the Securities and Exchange Commission (the “SEC”) censured Eureeca.com, a Cayman Islands-based crowdfunding website for its failure to implement procedures “reasonably designed” to prevent U.S. investors from using its funding portal… Read More
SEC Suspends Trading in Ebola Tickers
The Securities and Exchange Commission (the “SEC”) suspended trading in four companies that claim to be developing products or services in response to the Ebola outbreak, citing a lack of publicly available information about the companies’ operations. The SEC… Read More
SEC Charges Eric Van Nguyen, Jay Fung and Anthony Thompson
On November 17, 2014, the Securities and Exchange Commission (the “SEC”) charged three penny stock promoters with conducting pump-and-dump schemes involving stocks they were touting in purported independent newsletters. The SEC alleges that Anthony Thompson, Jay Fung, and… Read More
Joseph Noel Charged In Stock Scalping Scheme
Securities Lawyer 101 Blog On November 17, 2014, the Securities and Exchange Commission (the “SEC”) charged Joseph Noel, the Chief Executive Officer of YesDTC Holdings, a San Francisco-based penny stock company. Noel is charged with defrauding investors by… Read More
Why BrokerCheck is Flawed – Going Public Lawyer
Securities Law Blog The Financial Industry Regulatory Authority’s BrokerCheck is a free tool available to the public that provides some information about the professional backgrounds of brokerage firms and brokers currently or formerly registered with FINRA or a… Read More
FINRA Investor Survey Reveals Support for Regulatory Protections
Securities Law Blog The Financial Industry Regulatory Authority (FINRA) recently released a survey of U.S. investors designed to measure perceptions of fairness and to gauge demand for additional regulatory protections. FINRA’s Investor Survey was conducted October 7… Read More
CFTC Addresses the Use of Rule 506 By Commodity Pool Operators
Securities Law Blog The Commodity Futures Trading Commission (the “CFTC”) recently issued an Exemptive Relief letter No. 14-116 allowing certain operators of commodity pools (Commodity Pool Operators) to rely upon Rule 506 for certain securities offerings. Exemptive Relief… Read More
FINRA Addresses Confidentiality Provisions In Notice 14-40
Securities Law Blog In FINRA Regulatory Notice 14-40, members are cautioned that it is a violation of FINRA Rule 2010- Standards of Commercial Honor and Principles of Trade- to incorporate confidentiality provisions into settlement agreements where the provisions… Read More
NASDAQ Submits Proposals Requiring Public Disclosure of Denied Listing Applications
On October 30, 2014, NASDAQ submitted a proposal addressing initial NASDAQ listing applications. The proposals include that a company could withdraw its initial listing application at any time. NASDAQ’s policies have always permitted a company to withdraw its… Read More
Medbox, Inc. Announces SEC Investigation
Securities Lawyer 101 Blog On November 12, 2014, Medbox, Inc. (MDBX) put an end to nearly two weeks of speculation by acknowledging in its 10-Q for the period ended September 30 that the company has received a formal… Read More
Belizean Judge Removes Asset Freeze in Robert Bandfield Case
On November 10, 2014, Belizean Chief Justice Kenneth Benjamin ordered the removal of a freeze on accounts owned by six defendants in what the U.S. government describes as a $500 million fraud case. The U.S. alleges that three… Read More
Second Incarnation of Silk Road Bitcoin Shop Shut Down
On November 6, 2014, U.S. District Attorney’s Office for the Southern District of New York, the Federal Bureau of Investigation (“FBI”) and Homeland Security Investigations (“HSI”) announced the arrest of Blake Benthall in connection with his operation and… Read More
What is an Investment Newsletter?
Securities Lawyer 101 Blog The Securities and Exchange Commission (“SEC”) recently issued an Investor Alert warning about the use of investment newsletters and emails as tools for fraud. In this digital age, sensible people know they should be wary… Read More
How Form S-1 and Form 10 Registration Statements Are Different
Going public often refers to the process of a company filing a registration statement under the Securities Act of 1933, as amended to register securities for public sale. Unlike a registration statement on Form S-1, a Registration statement on… Read More
SEC Sanctions 10 Issuers for Form 8-K Failures
On November 5, 2014, the Securities and Exchange Commission (the “SEC”) announced enforcement actions against 10 companies for failing to file Current Reports on Form 8-K disclosing financing deals and other unregistered securities sales that diluted their shareholders… Read More
The SEC Investigates Bitcoin Companies
Bitcoin blogs have been buzzing recently with news of an SEC investigation into cryptocurrency companies that the agency apparently believes have engaged in potentially illegal securities issuances. Bitcoin has been controversial since it was “invented” several years ago, in… Read More
SEC Obtains Judgments Against James Wheeler and MicroHoldings
Securities Lawyer 101 – Securities Law Blog On October 31, 2014, the Securities & Exchange Commission (the “SEC”) obtained judgments MicroHoldings US, Inc., and its Chief Executive Officer, James Wheeler, in a securities fraud action that was filed… Read More
OTC Markets Rules for OTCQB Companies
Posted by Brenda Hamilton Attorney In May of this year, the OTC Markets’ new rules for OTCQB stocks were implemented, as promised. The changes took many issuers and investors by surprise adding significant costs to the going public process. … Read More
Attorney Kenneth Eade Barred By SEC
Securities Lawyers Gone Wild Series On October 28, 2014, the Securities and Exchange Commission (“SEC”) announced the settlement of an administrative proceeding brought by the agency against Kenneth Eade, a securities attorney licensed to practice in California, but… Read More
Crowdfunding a Texas Intrastate Offering
Securities Lawyer 101 Blog Texas is the latest state to embrace equity crowdfunding. On October 22, 2014, the Texas State Securities Board approved proposed Rule 139.25, which exempts intrastate securities offerings using crowdfunding. Rule 139.25 will become effective… Read More
Crowdfunding a Going Public Transaction –
The Securities and Exchange Commission (“SEC”) rules for crowdfunding remain in limbo, but 12 states have passed legislation allowing intrastate crowdfunding. The SEC as well as state securities regulators have provided meaningful guidance addressing intrastate crowdfunding. One benefit… Read More
How Do I Spin-Off A Subsidiary? Going Public Lawyers
Securities Lawyer 101 Blog A spin-off (“Spin-off”) involves a transaction in which a parent company (“Parent”) distributes securities of its subsidiary (“Subsidiary”) to the Parent’s stockholders so that the Subsidiary becomes a separate, independent company. Spin-off securities are… Read More
Ebola Stock Scams – FINRA Risk Alert
Securities Law Blog The Financial Industry Regulatory Authority (“FINRA”) recently issued a Risk Alert about Ebola Stock Scams. The Risk Alert warns investors about potential investment scams involving companies that claim to be involved in the development of… Read More
SEC Judgment Entered Against James Crane CFO of Subaye
On October 20, 2014, the Securities and Exchange Commission (the “SEC”) announced a final judgment, in an enforcement action filed by the SEC in May 2013, against James Crane, the former Chief Financial Officer of Subaye, Inc., a… Read More
DTCC Removes Global Lock of Veltex Corporation’s Securities
Effective October 17, 2014, the Depository Trust Company (“DTCC”) has reinstated services for the securities of Veltex Corporation (“Veltex”). Stephen G. Macklem, CFO of Veltex quantified in a statement, “Veltex, thru the retention of the Law Offices of Hamilton… Read More
Risk Alert – Penny Stock Deposits | Hamilton & Associates
On September 9, 2014, the Securities and Exchange Commission (the “SEC”) published a Risk Alert concerning the obligations of broker-dealers who engage in unregistered penny stock transactions on behalf of their customers. The SEC publication of the staff… Read More
Proposals For DTC Chills and Global Locks WITHDRAWN
On December 18, 2013, the Depository Trust Company (“DTC”) submitted a proposed rule change to the Securities and Exchange Commission (“SEC”), which regulates its activities. Its aim was to “specify procedures available to issuers of securities deposited at… Read More
