Securities Lawyer 101 Blog On October 25, 2013, FINRA announced the release a set of proposed crowdfunding portal rules and forms for equity crowdfunding. Crowdfunding portals that engage in crowdfunding on behalf of issuers relying on the JOBS… Read More
Category: Blog Posts Tags: Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Intermediary, Crowdfunding Lawyer, Crowdfunding Portal, 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 D, Rule 506, Rule 506 (b), Rule 506-c, Rule 506(c)
Securities Lawyer 101 Blog Private companies in going public transactions seeking to have their securities quoted on the OTC Markets OTCQB must first become reporting with the Securities and Exchange Commission (the “SEC”). This is typically accomplished by… Read More
Category: Blog Posts Tags: Direct Listing, Direct Listing Requirements, Direct Public Offering, Due Diligence, 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
Securities Lawyer 101 Blog Companies going public by filing a registration statement on Form S-1 under the Securities Act of 1933, as amended (the “Securities Act”) are often unaware of the securities laws that apply to the “quiet… Read More
Securities Lawyer 101 Blog The securities laws provide numerous benefits to issuers who qualify as foreign private issuers. Among those benefits are reduced disclosure obligations and relaxed financial statement requirements. Qualification as a foreign private issuer is not determined… 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
Securities Lawyer 101 Blog On October 23, 2013, the Securities and Exchange Commission (“SEC”) voted unanimously to propose rules under the JOBS Act to permit companies to offer and sell securities through crowdfunding. Crowdfunding has been used outside of… Read More
Category: Blog Posts Tags: Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Intermediary, Crowdfunding Lawyer, Crowdfunding Portal, Crowdfunding Proposals, 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 D, Rule 506, Rule 506 (b), Rule 506-c, Rule 506(c)
Securities Lawyer 101 Blog On October 22, 2013, Howard Leventhal was arrested by the FBI for defrauding a Florida company of $800,000 and attempting to defraud an undercover law enforcement agent of more than $2.5 million. He will… Read More
Securities Lawyer 101 Blog On October 22, 2013, the Securities and Exchange Commission (“Commission”) announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the “Exchange Act”), of trading in the securities of… Read More
Securities Lawyer 101 Blog On October 22, 2013, the SEC announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the “Exchange Act”), of trading in the securities of ARX Gold Corp. (“ARX… Read More
Securities Lawyer 101 Blog On September 16, 2013, the Securities and Exchange Commission (the “SEC”) brought enforcement actions against more than 20 broker dealers and other financial firms alleging violations of Rule 105 of Regulation M of the… Read More
Category: Blog Posts Tags: Failures to Deliver, FINRA Sanction, Gregory Lemelson, Illegal Short Sale, Illegal Short Sellers, Morgan Stanley, Naked Short, Naked Short Sale, Naked Short Seller, Naked Short Selling, Reg SHO, Registered Direct Public Offering, Registration Statement, Regulation A, Regulation A Qualification, Regulation A Reporting, Regulation M, Regulation SHO, Rule 105, Rule 105 of Regulation M, Rule 15c2-11, Rule 204T, SEC, SEC Effectiveness, SEC Qualification, SEC Reporting, SEC Reporting Obligations, SEC Reporting Requirements, Securities Act, Securities and Exchange Commission, Securities Attorney, Sell Short, Short and Distort, Short Interest Reporting, Short Sale, Short Sale Alert, Short Sale Reporting, Short Seller, Short Selling, short squeeze, Short-and-Distort Scheme, Threshold List, Threshold Security, Threshold Security List
Securities Lawyer 101 Blog On October 15, 2013, Mary Jo White, new chairman of the Securities and Exchange Commission (“SEC”), delivered a speech before the National Association of Corporate Directors. She chose to discuss possible changes in SEC… Read More
Securities Lawyer 101 Blog On October 18, 2013, the Securities and Exchange Commission (the “SEC”) charged Yuhe International, Inc. (“Yuhe”), a China-based provider of broiler chickens, and its Chief Executive Officer, Gao Zhentao (“Gao”), with fraud and other… Read More
Securities Lawyer 101 Blog The North American Securities Administrators Association (“NASAA”) recently released a list of the the 2013 Top Ten financial frauds that can affect unwitting investors and small business owners alike. According to the NASAA, fraudulent… Read More
On October 17, 2013, the Securities and Exchange Commission (the “SEC”) announced charges and asset freezes against the operators and promoters of a worldwide pyramid scheme that falsely promises exponential, risk-free returns to investors in a venture that… Read More
Form S-8, Form S-8, Form S-8 Registration, Form S-8 Registration Statement, SEC Form S-8,
Category: Blog Posts Tags: Form 10, 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, Form S-8, form S-8 filing, Form S-8 Registration, Form S-8 Registration Statement, Form S8, Go Public, Go Public Attorney, Go Public Lawyer, Going Public, Going Public Attorneys, Going Public Lawyer, Going Public Lawyers, Prospectus, Prospectus Requirements, Registration Statement, Regulation S-K, S-1 Going Public, SEC Form S-8, SEC Quiet Period, SEC Registration Statement, SEC Reporting Obligations, SEC Reporting Requirements Selective Disclosure, Securities Act
Securities Lawyer 101 Blog The Department of Justice (“DOJ”) prosecution of Sandy Winick and eight co-conspirators for financial crimes, announced in August 2013, has sparked considerable interest among penny stock observers. According to regulators, for more than a… Read More
Securities Lawyer 101 Blog In September 2013, the Financial Industry Regulatory Authority (“FINRA”), with the help of the National Center for Victims of Crime, compiled and circulated “An Advocate’s Guide to Assisting Victims of Financial Fraud.” The lengthy… Read More
Securities Lawyer 101 Blog When the Securities and Exchange Commission (“SEC”) substantially completes an investigation into violations of the securities laws, it may issue what’s known as a “Wells notice” to targets, informing them that it intends to… Read More
Securities Lawyer 101 Blog On July 29, 2013, the Panamanian National Assembly enacted a law that “sets forth a custody regime applicable to bearer shares.” It requires that any and all owners of bearer shares must appoint an… Read More
Securities Lawyer 101 Blog Like many other countries, the United States offers potential immigrants preferential treatment—in the form of conditional visas and eventual green cards—if they’re willing to invest in economic development projects that will preserve or create… Read More
Securities Lawyer 101 Blog On October 1, 2013, the Securities and Exchange Commission (the “SEC”) announced it had awarded more than $14 million to a whistleblower whose information led to an SEC enforcement action that recovered substantial investor funds. … Read More
Securities Lawyer 101 Blog The Securities and Exchange Commission (the “SEC”) brought a securities fraud enforcement action against an Oklahoma wedding singer and former investment adviser, Larry J. Dearman, Sr., and his special friend, Marya Gray in connection… Read More
Securities Lawyer 101 Blog One way for private companies to go public is through a Reverse Merger (“Reverse Merger”) with a public shell company. Securities regulators tend to look askance at Reverse Mergers, fearing they may be used as vehicles… Read More
Category: Blog Posts Tags: 15c-211, Alternative Reporting Standards, Bad Actor, control person, cusip, custodianship shell, Direct Public Offering, director, dorman shell, DTC Eligibility, Due Diligence, Expert Market, Financial Industry Regulatory Authority, financials, FINRA, Form 211, Form 8-K, initial public offering, officer, OTC Markets, OTC Pink, OTCQB, Public Company, Public Company candidate, Reverse Merger, reverse stock split, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Charges, SEC Claim, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC Defense Lawyer, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Reporting, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Attorney, Securities Fraud, Securities Law Defense, Shell Company, stock scheme, Transfer Agent, Unregistered broker-dealer, US GAAP
Securities Lawyer 101 Blog On September 30, 2013, the SEC charged three penny stock auditors, Malcolm L. Pollard, Wilfred W. Hanson and John Kinross-Kennedy, for violating federal securities laws or failing to comply with U.S. auditing standards during… Read More
The Depository Trust Company is a subsidiary of The Depository Trust & Clearing Corporation (“DTCC”), and is the central securities depository in the U.S. The SEC, the Federal Reserve System and the New York State Department of Financial… Read More
Securities Lawyer 101 Blog Continuing its crackdown on violators of insider trading laws, on September 20, 2013 the Securities and Exchange Commission (“SEC”) charged Tibor Klein, president of Klein Financial Services, with illegal insider trading in his own… Read More
Securities Lawyer 101 Blog On September 25, 2013, the Securities and Exchange Commission (“SEC”) charged ImageXpres Corporation (ImageXpres), its CEO and president John Zankowski, and its CFO Kevin Zankowski with securities fraud. ImageXpres is a microcap technology company… Read More
Securities Lawyer 101 Blog On September 26, 2013, the Securities and Exchange Commission (“SEC”) charged two Floridians, Peter Kirschner and Stuart Rubens, with defrauding investors—many of them seniors—in a boiler room scheme they operated between July 2011 and… Read More
Securities Lawyer 101 Blog On September 25, 2013, the Securities and Exchange Commission (the “SEC”) brought three enforcement actions against penny stock company Left Behind Games (LFBG), its founder, Troy Lyndon, and a consultant, Ronald Zaucha. The three enforcement… Read More
Securities Lawyers Gone Wild Blog On 23 September 2013, the U.S. Attorney’s Office for the Central District of California announced that attorney David Tamman, formerly of the Nixon Peabody law firm, had been sentenced to seven years’ imprisonment… Read More
Securities Lawyer 101 Blog As of September 23, 2013, the Securities and Exchange Commission (“SEC”) rules implementing some provisions of the JOBS Act became effective. Among them is the new Regulation D Rule 506(c). While the floodgates to raising capital… Read More
Category: Blog Posts Tags: Accredited Crowdfunding, Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Direct Listing, Direct Listing Lawyer, Equity, Equity Offering, Exempt Offering, Form D, Form D Notice, Notice of Sales, offering circular, PPM, PPM Layer, Private Placement, Private Placement Lawyer, Private Placement Memorandum, Regulation Crowdfunding, Regulation Crowdfunding Securities Offering, Regulation D, Regulation D Offering, Regulation D Requirements, Rule 504, Rule 504 Attorney, Rule 504 lawyer, Rule 506, Rule 506 (b), Rule 506-c, Rule 506(b), Rule 506(b) attorney, Rule 506(b) lawyer, Rule 506(c), Rule 506(c) lawyer, SEC Registration, SEC Reporting, SEC Reporting Requirements, Section 4(a)(6) Crowdfunding, Section 4(a)(6) Offering, SECTION 4(A)6, Securities Act, Securities Exemption, Securities Offering