Rule 15c2-11 Compliance Deadline Is Just Around the Corner

In September of last year, the Securities and Exchange Commission (the “SEC”) adopted amendments to Securities Exchange Act Rule 15c2-11. In early 2020, we wrote about amendments to Rule 15c2-11 that were proposed by the SEC in September 2019. The object of… Read More

SEC Charges Mark Miller for Hijacking Inactive Penny Stock Companies to use for Pump & Dump Schemes

On Friday, June 18th, the SEC filed a Complaint in the United States District Court for the District of Minnesota against Minnesota resident, Mark Allen Miller, for engaging in a fraudulent scheme to target at least seven inactive penny-stock companies with the intention of profiting through pump & dump activity.

Senators Leahy and Grassley Introduce EB-5 Investor Visa Integrity Reform Bill

Senator Patrick Leahy (D-Vt.), a senior member and former chairman of the Judiciary Committee, and Senator Chuck Grassley (R-Iowa), Ranking Member of the Senate Judiciary Committee, introduced the EB-5 Reform and Integrity Act of 2021 to address fraud and national security vulnerabilities in the EB-5 investor visa Regional Center Program, which has been exploited and abused for years.

SEC Charges RenovaCare, Inc and its Controlling Shareholder with Securities Fraud

On May 28, 2021, the SEC charged RenovaCare Inc (RCAR) and its controlling shareholder, Harmel S. Rayat, with securities fraud for intentionally concealing Rayat and the company’s role in promotional activities, including by drafting and issuing a press release that denied their participation in those activities.

SEC Charges U.S. Promoters of $2 Billion Global Crypto Lending Securities Offering

On May 28, 2021, the SEC announced charges against five individuals alleging that they promoted a global unregistered digital asset securities offering that raised over $2 billion from retail investors.

The SEC just suspended my stock! Now what?

It can be the worst feeling in the world. You wake up, get your trading station all ready for a new day of profitable trading, but then the unthinkable happens. The market opens, but not that volatile issuer that had been running big, making your trading account look so good.

SEC Charges Healthcare Company and Its Founder with Multimillion Dollar Fraud

On May 19, 2021, the Securities and Exchange Commission charged a New Jersey-based healthcare company and its founder, Josiah David (formerly known as Dennis Lee), with fraudulently raising nearly $4 million from over 130 investors nationwide through the sale of membership units in the company.

Two Jackson Men Charged in Multi-Million Dollar Fraud Scheme Conspiracy

On May 20, 2021, Ted Brent Alexander and Jon Darrell Seawright both of Jackson, Mississippi, were indicted by a federal grand jury for their roles in a large multi-million dollar Ponzi scheme that adversely affected hundreds of victims across multiple states over about eight years.

Going Public: Myths and Misinformation about Reverse Mergers

Myths and misinformation: The truth behind reverse mergers. What is really the best way to go public? Direct Public Offering vs Reverse Merger – which is the best choice for your business? How to save money and time.

David C. Coggins Sentenced for $1.3 Million Securities Fraud Scheme

On Friday, May 14, 2021, David C Coggins, 42, of Miami, was sentenced to 51 months in prison, followed by 36 months of supervised release, and ordered to pay $1,305,000 in restitution for operating an investment scheme in which he used investor funds to repay other investors and misappropriated funds for himself, including to pay for personal use, a vehicle and travel.

There has never been a better time to be a Whistleblower

Since the start of the whistleblower program, the SEC has received more than 26,000 whistleblower submissions. Those tips have led to more than $3.5 billion in investor losses being recovered and over $842 million in awards being paid out to whistleblowers

SEC Charges Broker-Dealer for Failures Related to Filing Suspicious Activity Reports

The Securities and Exchange Commission announced settled charges against GWFS Equities Inc. (GWFS), a Colorado-based registered broker-dealer and affiliate of Great-West Life & Annuity Insurance Company, for violating the federal securities laws governing the filing of Suspicious Activity Reports (SARs).

Mark Lisser Pleads Guilty to Securities Fraud Conspiracy

Earlier today, in federal court in Central Islip, Mark Lisser pleaded guilty to securities fraud conspiracy for lying to customers about investments in shares of several companies prior to the initial public offering (IPO) of those companies.  

SEC Charges Under Armour Inc With Disclosure Failures

The Securities and Exchange Commission charged sports apparel manufacturer Under Armour Inc. with misleading investors as to the basis of its revenue growth and failing to disclose known uncertainties concerning its future revenue prospects. Under Armour has agreed to pay $9 million to settle the action.

Court Enters Judgments Against Promoters in Pump-And-Dump Scheme

The Securities and Exchange Commission announced that the U.S. District Court for the Central District of California entered final judgments against the remaining three defendants in a 2019 SEC action charging them for their alleged roles in a pump-and-dump scheme in the stock of southern California beverage and cannabis company Green Cures & Botanical Distribution, Inc (GRCU).

TD Ameritrade to restrict orders in Caveat Emptor designated OTC securities to liquidating trades only

According to a statement posted on the TD Ameritrade website, the popular trading platform will restrict orders in Caveat Emptor designated OTC securities to liquidating trades only starting May 25, 2021.

Robinhood Legal Battle Updates

The Securities and Exchange Commission case against Robinhood Financial moved one step closer to a payout when the SEC issued an Order appointing JND Legal Administration as the Fund Administrator of the Fair Fund established for the $65,000,000 that Robinhood Financial had agreed to pay on December 17, 2020.

SEC Charges Ubong Uboh and Tyler Crockett for Using a Call Room to Manipulate Stocks

On April 20, 2021, the Securities and Exchange Commission filed charges against Ubong Uboh and Tyler Crockett for soliciting investors to purchase shares of several microcap issuers from a call room in Miami, Florida.

Five Individuals Charged in Fraud Stock Offering, Stock Manipulation and Money Laundering Scheme

On Wednesday, April 14, 2021, five Individuals were indicted for a stock manipulation/money laundering scheme involving a private oil and gas company and two public Issuers,  OrgHarvest Inc (“ORGH”) and ERF Wireless Inc (“ERFB”). The five-count indictment filed… Read More

Six Individuals Charged with a Multi-Million Dollar Scheme to Peddle Fraudulent Stocks

On Wednesday, April 7th, six South Florida residents were indicted by a federal grand jury on charges that they defrauded investors of approximately $21 million by falsely claiming that the investors’ money would go towards the development of… Read More

Direct Public Offering Attorneys, DPO, Go Public Direct

A direct public offering (“Direct Public Offering”) provides a viable solution to these companies. Using a Direct Public Offering  to go public direct can allow the company to sell its shares directly to investors without the use of an underwriter.

SEC Cleans up OTC Markets – SEC Trading Suspension of 71 Penny Stocks

On February 14, 2021, we published an article alerting the public about what we calculated to be the start of a new initiative by the Securities and Exchange Commission (“SEC”) to reign in the market manipulation of no information stocks through Social Media. 

Since that article, the SEC has suspended 70 more stocks, in addition to the SpectraScience Inc (SCIE) suspension that kicked off the string of activity.

SEC Says Unregistered Dealer Almagarby’s Convertible Notes Are Toast

On August 17, 2020, Judge Marcia G. Cooke, persuaded by the SEC’s arguments, handed down an order granting the SEC’s motion for summary judgment against Ibrahim Almagarby. The SEC is now seeking total financial sanctions amounting to $1,147,277, penny stock bars against both Almagarby and his company, Microcap Equity Group LLC, and requests that the court order Microcap Equity to surrender the remaining shares of stock it holds for cancellation and to surrender its remaining conversion rights under any convertible notes still in its possession.

Is the SEC Sending a Big Hint With Its Latest Penny Stock Suspension?

At the open of the trading session on February 11th, The Securities and Exchange Commission suspended trading in SpectraScience Inc (SCIE). It could be a precursor for a significant change in focus for the SEC to try to clean up a marketplace that has gone off the rails lately with an unprecedented amount of manipulative trading activity through the influence of Social Media.

The SEC charges Giuliani Associates Lev Parnas and David Correia

On February 4, 2021, the U.S. Securities and Exchange Commission announced charges against two associates of Rudy Giuliani, the former New York City mayor and lawyer for Donald Trump, alleging they raised $2 million from investors by making false and misleading representations.

Two Recidivists That Met Behind Bars Busted for Securities Fraud

On January 8, 2021, the Securities and Exchange Commission announced settled charges against a Utah corporation, its principals, Mark W Wiseman and Clark J Madsen, and two securities fraud recidivists, Thomas J Robbins and Daniel J Merriman, for orchestrating two inter-related frauds resulting in approximately $11 million in investor losses to around 80 investors.

Executive Order 13959 Sees Its First Casualties

On November 12, 2020, President Donald Trump signed Executive Order 13959. The executive order prohibits all U.S. Investors (institutional and retail alike) from purchasing or investing in securities of companies identified by the U.S. government as “Communist Chinese military companies.” The prohibition went into effect on January 11, 2021, and immediately resulted in its first casualties, with 3 listed stocks being delisted and several OTC stocks having their symbols deleted.

SEC Amends Rule 144 for Convertible Notes and Unregistered Dealers

On December 22, 2020, the Securities and Exchange Commission (“SEC”)  voted to propose amendments to Rule 144 to eliminate tacking for shares acquired upon exercise or conversion of market-adjustable securities. Market adjustable securities are most often promissory notes, warrants, or preferred stock convertible into common or other shares at a dramatic discount to the issuer’s trading price. These types of market adjustable securities are known as “toxic financings” or “death spirals” for a reason. These financings are typically provided by persons acting as unregistered dealers, and they have crippling effects on small businesses and investors.

Nine Individuals Indicted in Global Resource Energy Inc (GBEN) “Pump and Dump” Scheme

On December 17, 2020, the US Department of Justice unsealed an Indictment against nine individuals charged in a “pump and dump” stock manipulation scheme involving Global Resource Energy Inc (GBEN) filed in the Northern District of Ohio, Eastern Division.

SEC Approves NYSE Plan for Direct Listings

On Tuesday, the US Securities and Exchange Commission (SEC) approved a proposed plan by the New York Stock Exchange (NYSE) to let companies raise capital through direction listing.