Securities Lawyer 101 Blog The Securities and Exchange Commission’s (the “SEC’s“) Division of Corporation Finance reviews filings including registration statements filed pursuant to the Securities Act of 1933, as amended (the “Securities Act“), and the Securities Exchange Act… Read More
Category: Blog Posts Tags: Foreign Issuer, Foreign Private Issuer, 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, Review Process, S-1 Going Public, SEC Comment, SEC Quiet Period, SEC Registration Statement, SEC Reporting Requirements, securities offerings
Securities Law Blog A question we frequently receive from entrepreneurs raising capital for the first time is whether can raise money from people who do not meet the U.S. Securities and Exchange Commission (“SEC”) definition of an “accredited… Read More
Three investor relations providers have been indicted for manipulating the securities of several microcap companies, including two marijuana-related stocks, Growlife and Hemp, Inc. According to the allegations, the four promoters bought inexpensive shares of thinly traded penny stock… Read More
Securities Lawyer 101 Blog Section 3(a)(11) of the Securities Act of 1933, as amended (“Securities Act”), is generally known as the “intrastate offering exemption.” It provides an exemption from the registration requirements of the Securities Act for “any security which… Read More
Securities Lawyer 101 Blog On August 4, 2014, the Securities and Exchange Commission (“SEC”) announced an administrative proceeding against Kevin McKnight and his investor relations firm Undiscovered Equities for violations of Section 17(b) of the Securities Act of… Read More
Securities Lawyer 101 Blog The Securities Act of 1933, as amended (the “Securities Act”) requires the sale of a security to be registered under the Securities Act, unless the security or transaction qualifies for an exemption from registration…. Read More
Category: Blog Posts Tags: Form 144, Legal Opinion, Legend Removal, Legend Removal Opinion, Rule 144, Rule 144 Attorneys, Rule 144 Legal Opinion, Rule 144 legal Opinions, Rule 144 Legend, Rule 144 Legend Opinion, Rule 144 Legend Removal, Rule 144 Opinion, Tradability Opinion, Transfer Agent Opinion
To understand penny stock bar, it is necessary to be familiar with the definition of penny stock. Many penny stock market participants are unclear about the wide range of activities prohibited by a penny stock bar. The bar prohibits owning a penny stock even for one’s own account as well as any activity related to an offering of a penny stock, including drafting disclosures. The impact of a Penny Stock Bar is that he individual is barred from acting as a promoter, finder, consultant or agent or otherwise engaging in activities with a broker, dealer, or issuer for the purpose of the issuance or trading in any penny stock or inducing or attempting to induce the purchase or sale of any penny stock.
Category: Blog Posts Tags: OTC Markets, Penny Stock, penny stock ban, Penny Stock Bar, penny stock bar securities lawyer, penny stock promoter, penny stock reform, penny stock rules, Penny stock sec action, sec bar, securities penny stock bar
Securities Lawyer 101 Blog On July 31, 2014, the Securities and Exchange Commission (the “SEC”) announced charges against Marc Sherman, the CEO and Edward Cummings, the CFO of a Florida-based computer equipment company for misrepresenting to external auditors… Read More
Nearly everyone believes the Securities and Exchange Commission’s Whistleblower Program under the Dodd Frank Act is a good idea. By the agency’s account, a considerable number of fraudulent schemes have been exposed, and devious perpetrators brought to justice thanks… Read More
Securities Lawyer 101 Blog On July 24, 2014, the Securities and Exchange Commission (the”SEC”) and Department of Justice announced charges against Frank-Speight (Cecil Franklin Speight) and his Florida-based transfer agent with defrauding investors by using aggressive boiler room tactics to… Read More
Securities Lawyer 101 Blog On June 27, 2014, Caroline Winsor, also known as Caroline Meyers and Caroline Danforth was apprehended and is in custody of the U.S. authorities. Winsor was indicted with conspiracy, wire fraud, and securities fraud. In… Read More
An issuer filing a registration statement with the Securities and Exchange Commission (the “SEC”) that desires to keep certain information confidential and out of the public domain may do so under limited circumstances by filing an SEC request… Read More
Securities Lawyer 101 Blog The Securities and Exchange Commission (“SEC”) is the key regulator of going public transactions, securities offerings and securities professionals. During the going public and registration statement process the SEC provides oversight of various professionals… Read More
Securities Lawyer 101 Blog It has become almost routine for publicly traded companies to use their websites to provide information to investors. In going public transactions, the issuer’s website can be used to keep shareholders informed about the… Read More
Securities Law Blog The Jumpstart Our Business Startups Act (or JOBS Act) (the “JOBS Act”), enacted in 2012, is intended, among other things, to reduce barriers to capital formation, particularly for smaller companies.
Securities Law Blog On July 22, 2014, the Securities and Exchange Commission (the “SEC”) charged a partner at a New York-based investor relations firm with insider trading on confidential information he learned about two clients while he helped… Read More
On July 17, 2014, the SEC charged individuals who pocketed millions of dollars running an elaborate pump-and-dump scheme involving shares of a medical education company in Pennsylvania and two other microcap stocks. The SEC alleges that the stock… Read More
On July 18, 2014, the Securities and Exchange Commission (“SEC”) charged what it described as a serial con artist and a penny stock company CEO with misleading investors in a supposed vaccine development company by issuing false press… Read More
Under the Securities Act of 1933, any offer to sell securities must either be registered with the SEC or meet an exemption. Regulation D of the Securities Act contains three rules providing exemptions from the registration requirements, allowing… Read More
Category: Blog Posts Tags: Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Form C, Private Placement, 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, Regulation D, Restricted Legend, Rule 144, Rule 144 Legal Opinion, Rule 144 legal Opinions, Rule 144 Legend, Rule 144 Legend Opinion, Rule 144 Legend Removal, Rule 144 Opinion, Rule 144 Safe Harbor, Rule 504, Rule 506, Rule 506 (b), Rule 506-c, Section 5, Securities Act, Securities Act of 1933, Securities Act Section, Tradability Opinion, Transfer Agent Opinion
Rule 504 of Regulation D provides an exemption from the registration requirements of the federal securities laws for some companies when they offer and sell up to $5,000,000 of their securities in any 12-month period. A company can use the… Read More
Category: Blog Posts Tags: Form D, Non-Accredited Investor, Private Placement Memorandum, Public Company SEC Reporting Requirements, Regulation D, Regulation D Attorney, Regulation D Rule 504, Regulation D Rule 504 Securities Offering Requirements, Rule 504, Rule 504 Attorney, Rule 504 Exemption, Rule 504 of Regulation D, Rule 504 Offering, Rule 504 Securities Offering, Rule 506
Securities Lawyer 101 Blog The Securities and Exchange Commission’s (the “SEC”) disclosure requirements for transactions with certain Related Persons are designed to provide shareholders with a clear and complete picture of key financial relationships impacting public companies. Items 404(a)… Read More
Securities Lawyer 101 Blog On July 17, 2014, the Financial Industry Regulatory Authority (FINRA) announced its 13-member Arbitration Task Force. The task force will consider possible enhancements to its arbitration forum to improve the transparency, impartiality and efficiency… Read More
Securities Lawyer 101 Blog The securities laws contain specific rules and regulations that apply to issuers who use the services of promoters. These include disclosure obligations under the Securities Act of 1933, (“Securities Act”) and the Securities Exchange… Read More
Securities Lawyer 101 Blog Under the Sarbanes-Oxley Act, a company’s Chief Executive Officer and Chief Financial Officer must provide certifications in Form 10-K and Form 10-Q. The certifications must state that they have reviewed the report, believe that… Read More
Posted by Securities Lawyer 101 Blog On July 16, 2014, the Securities and Exchange Commission announced SEC charges against James E. Cohen and Joseph Corazzi who secretly controlled Natural Blue Resources including the operational and management decisions of… Read More
A Going Public Attorney is an important part of the overall going public process. The issuer’s Going Public Attorney in the beginning of the process assist the company in selecting the best method to obtain public company status…. 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, 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 OTCQB, OTC QB, Prospectus, Prospectus Requirements, Regulation A, Regulation A Attorney, Regulation A Attorneys, Regulation A Lawyer, Regulation A Lawyers, Regulation CF, Regulation S-K, S-1, S-1 Filing, S-1 Going Public, S-1 Registration, S-1 SEC Filing, SEC Quiet Period, SEC Reporting, SEC Reporting Obligations
On July 3, 2014, the Securities and Exchange Commission (“SEC”) six compliance and disclosure interpretations (“CD&I”) providing guidance as to the accredited investor verification in Rule 506(c) offerings. On September 23, 2013, the Rule 506(c) became effective. The rule… Read More
Securities Lawyer 101 Blog A registration statement on Form S-1 can be used to register various types of securities offerings with the Securities and Exchange Commission (“SEC”). Form S-1 provides issuers with flexibility in the types of… Read More
Securities Law Blog On July 11, 2014, the Securities and Exchange Commission announced charges against a group of golfing friends, who made more than $554,000 of illegal profits from trading on inside information about Massachusetts-based American Superconductor Corporation.
Securities Lawyer 101 Blog For companies with a reasonable time schedule for going public, a direct public offering provides an appealing method for obtaining public company status. In a direct public offering, a company’s shares are sold directly to… 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, 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 OTCQB, OTC QB, Prospectus, Prospectus Requirements, Regulation A, Regulation A Attorney, Regulation A Attorneys, Regulation A Lawyer, Regulation A Lawyers, Regulation CF, Regulation S-K, S-1, S-1 Filing, S-1 Going Public, S-1 Registration, S-1 SEC Filing, SEC Quiet Period, SEC Reporting, SEC Reporting Obligations
SEC Comment and Review Process l Going Public Bootcamp
Securities Lawyer 101 Blog The Securities and Exchange Commission’s (the “SEC’s“) Division of Corporation Finance reviews filings including registration statements filed pursuant to the Securities Act of 1933, as amended (the “Securities Act“), and the Securities Exchange Act… Read More
Category: Blog Posts Tags: Foreign Issuer, Foreign Private Issuer, 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, Review Process, S-1 Going Public, SEC Comment, SEC Quiet Period, SEC Registration Statement, SEC Reporting Requirements, securities offerings
Can I Raise Money From Investors Who Are Not “Accredited Investors”? Introducing The Slo-PO Method
Securities Law Blog A question we frequently receive from entrepreneurs raising capital for the first time is whether can raise money from people who do not meet the U.S. Securities and Exchange Commission (“SEC”) definition of an “accredited… Read More
Category: Blog Posts
Investor Relations Providers Indicted For Growlife and Hemp, Inc. Pumps
Three investor relations providers have been indicted for manipulating the securities of several microcap companies, including two marijuana-related stocks, Growlife and Hemp, Inc. According to the allegations, the four promoters bought inexpensive shares of thinly traded penny stock… Read More
Category: Blog Posts
Rule 147 l The Intrastate Exemption
Securities Lawyer 101 Blog Section 3(a)(11) of the Securities Act of 1933, as amended (“Securities Act”), is generally known as the “intrastate offering exemption.” It provides an exemption from the registration requirements of the Securities Act for “any security which… Read More
Category: Blog Posts
Kevin McKnight and Company He Promoted Charged With Fraud
Securities Lawyer 101 Blog On August 4, 2014, the Securities and Exchange Commission (“SEC”) announced an administrative proceeding against Kevin McKnight and his investor relations firm Undiscovered Equities for violations of Section 17(b) of the Securities Act of… Read More
Category: Blog Posts
Rule 144 Legal Opinion Checklist l Securities Lawyer 101
Securities Lawyer 101 Blog The Securities Act of 1933, as amended (the “Securities Act”) requires the sale of a security to be registered under the Securities Act, unless the security or transaction qualifies for an exemption from registration…. Read More
Category: Blog Posts Tags: Form 144, Legal Opinion, Legend Removal, Legend Removal Opinion, Rule 144, Rule 144 Attorneys, Rule 144 Legal Opinion, Rule 144 legal Opinions, Rule 144 Legend, Rule 144 Legend Opinion, Rule 144 Legend Removal, Rule 144 Opinion, Tradability Opinion, Transfer Agent Opinion
What is a Penny Stock Bar? Securities Lawyer 101
To understand penny stock bar, it is necessary to be familiar with the definition of penny stock. Many penny stock market participants are unclear about the wide range of activities prohibited by a penny stock bar. The bar prohibits owning a penny stock even for one’s own account as well as any activity related to an offering of a penny stock, including drafting disclosures. The impact of a Penny Stock Bar is that he individual is barred from acting as a promoter, finder, consultant or agent or otherwise engaging in activities with a broker, dealer, or issuer for the purpose of the issuance or trading in any penny stock or inducing or attempting to induce the purchase or sale of any penny stock.
Category: Blog Posts Tags: OTC Markets, Penny Stock, penny stock ban, Penny Stock Bar, penny stock bar securities lawyer, penny stock promoter, penny stock reform, penny stock rules, Penny stock sec action, sec bar, securities penny stock bar
SEC Charges CEO & CFO with Sarbanes-Oxley Violations
Securities Lawyer 101 Blog On July 31, 2014, the Securities and Exchange Commission (the “SEC”) announced charges against Marc Sherman, the CEO and Edward Cummings, the CFO of a Florida-based computer equipment company for misrepresenting to external auditors… Read More
Category: Blog Posts
Whistleblowers Gone Wild
Nearly everyone believes the Securities and Exchange Commission’s Whistleblower Program under the Dodd Frank Act is a good idea. By the agency’s account, a considerable number of fraudulent schemes have been exposed, and devious perpetrators brought to justice thanks… Read More
Category: Blog Posts
Frank Speight and International Stock Transfer Charged
Securities Lawyer 101 Blog On July 24, 2014, the Securities and Exchange Commission (the”SEC”) and Department of Justice announced charges against Frank-Speight (Cecil Franklin Speight) and his Florida-based transfer agent with defrauding investors by using aggressive boiler room tactics to… Read More
Category: Blog Posts
Carolyn Winsor Apprehended by U.S. Authorities
Securities Lawyer 101 Blog On June 27, 2014, Caroline Winsor, also known as Caroline Meyers and Caroline Danforth was apprehended and is in custody of the U.S. authorities. Winsor was indicted with conspiracy, wire fraud, and securities fraud. In… Read More
Category: Blog Posts
What is a Confidential Treatment Request?
An issuer filing a registration statement with the Securities and Exchange Commission (the “SEC”) that desires to keep certain information confidential and out of the public domain may do so under limited circumstances by filing an SEC request… Read More
Category: Blog Posts
The SEC’s Oversight of the Registration Statement Process
Securities Lawyer 101 Blog The Securities and Exchange Commission (“SEC”) is the key regulator of going public transactions, securities offerings and securities professionals. During the going public and registration statement process the SEC provides oversight of various professionals… Read More
Category: Blog Posts
Company Website Requirements for Periodic Reports
Securities Lawyer 101 Blog It has become almost routine for publicly traded companies to use their websites to provide information to investors. In going public transactions, the issuer’s website can be used to keep shareholders informed about the… Read More
Category: Blog Posts
Pending JOBS Act Proposals – Securities Lawyer 101
Securities Law Blog The Jumpstart Our Business Startups Act (or JOBS Act) (the “JOBS Act”), enacted in 2012, is intended, among other things, to reduce barriers to capital formation, particularly for smaller companies.
Category: Blog Posts
SEC Charges Investor Relations Provider, Kevin McGrath
Securities Law Blog On July 22, 2014, the Securities and Exchange Commission (the “SEC”) charged a partner at a New York-based investor relations firm with insider trading on confidential information he learned about two clients while he helped… Read More
Category: Blog Posts
SEC Charges Brokers and Codesmart Executive in Pump-And-Dump Scheme
On July 17, 2014, the SEC charged individuals who pocketed millions of dollars running an elaborate pump-and-dump scheme involving shares of a medical education company in Pennsylvania and two other microcap stocks. The SEC alleges that the stock… Read More
Category: Blog Posts
SEC Charges Christopher Plummer & Cex Cowsert in Vaccine Development Scam
On July 18, 2014, the Securities and Exchange Commission (“SEC”) charged what it described as a serial con artist and a penny stock company CEO with misleading investors in a supposed vaccine development company by issuing false press… Read More
Category: Blog Posts
What is Regulation D? Going Public Lawyers
Under the Securities Act of 1933, any offer to sell securities must either be registered with the SEC or meet an exemption. Regulation D of the Securities Act contains three rules providing exemptions from the registration requirements, allowing… Read More
Category: Blog Posts Tags: Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Form C, Private Placement, 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, Regulation D, Restricted Legend, Rule 144, Rule 144 Legal Opinion, Rule 144 legal Opinions, Rule 144 Legend, Rule 144 Legend Opinion, Rule 144 Legend Removal, Rule 144 Opinion, Rule 144 Safe Harbor, Rule 504, Rule 506, Rule 506 (b), Rule 506-c, Section 5, Securities Act, Securities Act of 1933, Securities Act Section, Tradability Opinion, Transfer Agent Opinion
Can I Use Rule 504 to Issue Free Trading Stock? Securities Lawyer 101
Rule 504 of Regulation D provides an exemption from the registration requirements of the federal securities laws for some companies when they offer and sell up to $5,000,000 of their securities in any 12-month period. A company can use the… Read More
Category: Blog Posts Tags: Form D, Non-Accredited Investor, Private Placement Memorandum, Public Company SEC Reporting Requirements, Regulation D, Regulation D Attorney, Regulation D Rule 504, Regulation D Rule 504 Securities Offering Requirements, Rule 504, Rule 504 Attorney, Rule 504 Exemption, Rule 504 of Regulation D, Rule 504 Offering, Rule 504 Securities Offering, Rule 506
What Are SEC Related Party Disclosures?
Securities Lawyer 101 Blog The Securities and Exchange Commission’s (the “SEC”) disclosure requirements for transactions with certain Related Persons are designed to provide shareholders with a clear and complete picture of key financial relationships impacting public companies. Items 404(a)… Read More
Category: Blog Posts
FINRA Announces Arbitration Task Force
Securities Lawyer 101 Blog On July 17, 2014, the Financial Industry Regulatory Authority (FINRA) announced its 13-member Arbitration Task Force. The task force will consider possible enhancements to its arbitration forum to improve the transparency, impartiality and efficiency… Read More
Category: Blog Posts
What is a Stock Promoter? Securities Lawyer 101
Securities Lawyer 101 Blog The securities laws contain specific rules and regulations that apply to issuers who use the services of promoters. These include disclosure obligations under the Securities Act of 1933, (“Securities Act”) and the Securities Exchange… Read More
Category: Blog Posts
Disclosure Controls and Procedures & Internal Control Over Financial Reporting
Securities Lawyer 101 Blog Under the Sarbanes-Oxley Act, a company’s Chief Executive Officer and Chief Financial Officer must provide certifications in Form 10-K and Form 10-Q. The certifications must state that they have reviewed the report, believe that… Read More
Category: Blog Posts
SEC Charges Lawbreakers Who Secretly Ran Microcap Company
Posted by Securities Lawyer 101 Blog On July 16, 2014, the Securities and Exchange Commission announced SEC charges against James E. Cohen and Joseph Corazzi who secretly controlled Natural Blue Resources including the operational and management decisions of… Read More
Category: Blog Posts
Going Public Attorney Insights – Direct Public Offerings
A Going Public Attorney is an important part of the overall going public process. The issuer’s Going Public Attorney in the beginning of the process assist the company in selecting the best method to obtain public company status…. 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, 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 OTCQB, OTC QB, Prospectus, Prospectus Requirements, Regulation A, Regulation A Attorney, Regulation A Attorneys, Regulation A Lawyer, Regulation A Lawyers, Regulation CF, Regulation S-K, S-1, S-1 Filing, S-1 Going Public, S-1 Registration, S-1 SEC Filing, SEC Quiet Period, SEC Reporting, SEC Reporting Obligations
The SEC Provides Guidance For Accredited Investor Verification
On July 3, 2014, the Securities and Exchange Commission (“SEC”) six compliance and disclosure interpretations (“CD&I”) providing guidance as to the accredited investor verification in Rule 506(c) offerings. On September 23, 2013, the Rule 506(c) became effective. The rule… Read More
Category: Blog Posts
What Stock Can I Register on Form S-1?
Securities Lawyer 101 Blog A registration statement on Form S-1 can be used to register various types of securities offerings with the Securities and Exchange Commission (“SEC”). Form S-1 provides issuers with flexibility in the types of… Read More
Category: Blog Posts
SEC Charges Golfers in Scam By: Brenda Hamilton Lawyer
Securities Law Blog On July 11, 2014, the Securities and Exchange Commission announced charges against a group of golfing friends, who made more than $554,000 of illegal profits from trading on inside information about Massachusetts-based American Superconductor Corporation.
Category: Blog Posts
Direct Public Offering Toolbox l By: Brenda Hamilton Attorney
Securities Lawyer 101 Blog For companies with a reasonable time schedule for going public, a direct public offering provides an appealing method for obtaining public company status. In a direct public offering, a company’s shares are sold directly to… 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, 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 OTCQB, OTC QB, Prospectus, Prospectus Requirements, Regulation A, Regulation A Attorney, Regulation A Attorneys, Regulation A Lawyer, Regulation A Lawyers, Regulation CF, Regulation S-K, S-1, S-1 Filing, S-1 Going Public, S-1 Registration, S-1 SEC Filing, SEC Quiet Period, SEC Reporting, SEC Reporting Obligations
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Funding Portals
Going Public Attorney
Going Public Requirements
Going Public and raising Capital
Going Public for Foreign Issuers
Friends and Family Round
Going Public Law
Going Public Lawyer
Going Public Transactions
Initial Public Offerings
Intrastate Crowdfunding
Investor Relations 101
IPO Alternatives
Linkedin
Manipulative Trading
OTC Link
OTC Markets
OTC Markets Attorney
OTC Markets Dual Listings
OTC Pink Sheets
OTCQB Listing, Eligibility, Quotation
OTCQX Listing, Eligibility, Quotation
Penny Stocks
Periodic Reporting
Private Placements
Public Company SEC Reporting Requirements
Regulation A
Registered Direct Public Offerings
Regulation A
Regulation A State Blue Sky Requirements
Regulation A Offering Caps
Regulation A Form 1-A Disclosures
Regulation A SEC Reporting Requirements
Regulation A Secondary Sales
Regulation A State Blue Sky Requirements
Regulation A Tier 2 Direct Listing
Regulation A Testing the Waters
Regulation A Q&A
Regulation A Form 1-A Disclosures
Regulation CF
Regulation CF Reporting Requirements
Regulation D
Regulation D Bad Actor Ban
Restricted Legend Removal
Restricted Stock
Reverse Mergers
Reverse Merger Game Changers
Reverse Stock Splits
Rule 10b-5 and Securities Fraud
Rule 15c-211
Rule 504 Offerings
Rule 506(b) Offerings
Rule 506(c)
Rule 506(c) Covered Persons and Bad Actors
Rule 506(c) State Blue Sky Requirements
Rule 506(c) Offerings
SEC Actions & Administrative Proceedings
SEC Comments
SEC Draft Registration Statements
SEC Form S-1 Filing Requirements
SEC Investigations
SEC Registration Statements
SEC Reporting Requirements
SEC Trading Suspensions
Secondary Registration Statements
Secondary Trading
Penny Stocks
Section 4(a)(2) Exemption - Private Offerings
Section 4(a)(7) FAST Act
Seed Stockholders
Social Media
Schedule 14A
Seed Stockholders and Going Public
Schedule 14C
SEC Reporting Requirements
Selling Stockholder Disclosures
Short Sales and Regulation SHO
What Are Short Sales?
Spam, CAN-SPAM and Investor Relations
Sponsoring Market Maker, Form 211 and Rule 15c-211
Stock Scalping 101
Stock Promotion
Stock Spin-Offs
The Role of a Going Public Attorney
Twitter & Regulation A+
Wells Notices
What is Going Public?
What Is Accredited Crowdfunding?
What Are Short Swing Profits?
What Are Short Sales?
What is a Registration Statement?
What is Rule 144?
What are Restricted Securities?
What is Rule 506?
What is Form D?
What is a Private Placement Memorandum?
What is a Finder?
What is a Form 10 Registration Statement?
What is DTC Eligibility?
What is a Form S-8 Registration Statement?
What is Form 12b-25?
What are the OTC Markets OTC Pinks?
What Is the Regulation SHO Short Seller Rule?
What Is A Confidential Registration Statement?
What Are The OTC Markets?