SEC Charges Barry Honig and Others for Roles in Lucrative OTC Market sManipulation Schemes

The Securities and Exchange Commission charged a group of 10 individuals and 10 associated entities for their participation in long-running fraudulent schemes that generated over $27 million from unlawful stock sales and caused significant harm to retail investors… Read More

SEC Charges Telecommunications Expense Management Company Tangoe Inc. With Accounting Fraud

The Securities and Exchange Commission charged telecommunications expense management company Tangoe Inc. for its use of fraudulent accounting practices that artificially boosted company revenues between 2013 and 2015.  Four former members of the company’s senior management team were also charged… Read More

SEC Charges Cannabis Investment Fund Greenview Investment Partners L.P and Founder Michael E. Cone in Fraudulent Scheme

The Securities and Exchange Commission charged a Texas-based investment fund Greenview Investment Partners L.P. and its founder Michael E. Cone with defrauding investors with false promises of massive returns in cannabis-related businesses.  The SEC also issued an alert to warn retail… Read More

SEC Charges Buffalo Advisory Firm and Principal With Fraud Relating to Association With Barred Adviser Walter Grenda

The Securities and Exchange Commission filed charges against a Buffalo, New York, investment advisory firm and its owner for misleading firm clients about its association with a barred investment adviser, who is also being charged for violating the… Read More

SEC Charges Florida Cash Advance Company, Former CEO Carl Ruderman With Defrauding Retail Investors

The Securities and Exchange Commission announced charges against 1 Global Capital LLC and its former chief executive officer for allegedly defrauding at least 3,400 retail investors, more than one-third of whom invested their retirement funds. The Florida-based cash advance… Read More

SEC Charges NFL Player Mychal Kendricks and Former Investment Banker With Insider Trading

The Securities and Exchange Commission charged a professional football player and a former investment banker with insider trading in advance of corporate acquisitions facilitated through coded text messages and FaceTime conversations. The SEC alleges that after meeting at a… Read More

Press Release SEC Charges Moody’s Investors Service Inc. With Internal Controls Failures and Ratings Symbols Deficiencies

The Securities and Exchange Commission announced that Moody’s Investors Service Inc., one of the nation’s largest credit ratings agencies, has agreed to pay a total of $16.25 million in penalties to settle charges involving internal control failures and… Read More

SEC Bars David T. Laurance Perpetrator of Initial Coin Offering Fraud

The Securities and Exchange Commission obtained permanent officer-and-director and penny stock bars against the founder of a company who perpetrated a fraudulent initial coin offering (ICO) to fund oil exploration and drilling in California. According to the SEC’s… Read More

SEC Charges Oil Company CEO John Schiller With Hiding His Personal Loans

  On July 16, 2018 The Securities and Exchange Commission charged the former CEO of Energy XXI Ltd. John Schiller with hiding more than $10 million in personal loans that he obtained from company vendors and a candidate for… Read More

SEC Updates List of Firms Using Inaccurate Information to Solicit Investors

  The Securities and Exchange Commission announced on Aug. 6, 2018 that it has updated its list of unregistered firms that use misleading information to primarily solicit non-U.S. investors, adding 16 soliciting entities, four impersonators of genuine firms, and nine… Read More

SEC Charges Unregistered Brokers Who Sold Woodbridge Securities to Main Street Investors

The Securities and Exchange Commission today charged five individuals and four companies for unlawfully selling securities of Woodbridge Group of Companies LLC to retail investors.  Woodbridge collapsed into bankruptcy in December 2017 and the SEC previously charged the company,… Read More

SEC Charges Mizuho Securities for Failure to Safeguard Customer Information

On July 23, 2018 The Securities and Exchange Commission charged Mizuho Securities USA LLC for its failure to safeguard information pertaining to stock buybacks by its issuer customers.  Mizuho failed to maintain and enforce policies and procedures aimed… Read More

SEC Adopts Amendments to Simplify and Update Disclosure Requirements

The Securities and Exchange Commission announced that it has voted to adopt amendments to certain disclosure requirements that have become duplicative, overlapping, or outdated in light of other Commission disclosure requirements, U.S. Generally Accepted Accounting Principles (GAAP), or changes… Read More

SEC Charges Ameriprise Financial Services for Failing to Safeguard Client Assets

The Securities and Exchange Commission announced that Ameriprise Financial Services Inc. will pay $4.5 million to settle charges that it failed to safeguard retail investor assets from theft by its representatives.  According to the SEC’s order, five Ameriprise… Read More

SEC Adopts Rule Amendments to Improve Municipal Securities Disclosure

The Securities and Exchange Commission adopted amendments to enhance transparency in the municipal securities market. The adopted amendments to Rule 15c2-12 of the Securities Exchange Act will focus on material financial obligations that could impact an issuer’s liquidity,… Read More

Merrill Lynch Settles SEC Charges of Undisclosed Conflict in Advisory Decision

The Securities and Exchange Commission announced that Merrill Lynch, Pierce, Fenner & Smith has agreed to pay approximately $8.9 million to settle charges that it failed to disclose a conflict of interest arising out of its own business interests in… Read More

SEC Charges Technology Fund Adviser Michael B. Rothenberg, Founder in Fraudulent Scheme

The Securities and Exchange Commission charged the founder of San Francisco-based venture capital funds and his investment advisory firm with overcharging investors to fund personal projects, including sending millions of dollars to his own virtual reality production company…. Read More

SEC Chairman Clayton Announces Additional Investor Roundtable in Baltimore for Main Street Investors to ‘Tell Us’ About Their Investor Experience

Securities and Exchange Commission Chairman Jay Clayton announced that an additional investor roundtable to discuss the Commission’s recently proposed rules regarding the obligations of financial professionals to investors will be held in Baltimore on the evening of Sept…. Read More

SEC Charges Endurance International Group Holdings Inc. Executives With Inflating Operating Metrics

The Securities and Exchange Commission announced settled charges with two former top officers of Endurance International Group Holdings Inc. for overstating the company’s subscriber base, and charged a former executive of Constant Contact Inc. for making similar misrepresentations. … Read More

Barry Miller, Associate Director in Division of Investment Management, to Leave SEC After More Than 40 Years of Public Service

The Securities and Exchange Commission announced that Barry D. Miller, Associate Director of Disclosure Review and Accounting in the Division of Investment Management, will retire from the SEC at the end of this month after more than 40… Read More

SEC Files Charges Gannon Giguiere in Busted Microcap Schemes

On July 13, 2018 The Securities and Exchange Commission charged a stock promoter and four others involved in an alleged series of microcap fraud schemes that were foiled by FBI undercover work and an SEC trading suspension. According… Read More

SEC Files Additional Charges in Fitbit Stock Manipulation Scheme Against Mark Burns And Robert Murray

On July 11, 2018 The Securities and Exchange Commission filed fraud charges against a second defendant in connection with a scheme to manipulate the price of Fitbit securities through false regulatory filings. According to the SEC’s complaint, Mark… Read More

SEC Charges Credit Suisse With FCPA Violations

The Securities and Exchange Commission announced on July 5, 2018 that Credit Suisse Group AG will pay approximately $30 million to resolve SEC charges that it obtained investment banking business in the Asia-Pacific region by corruptly influencing foreign officials in… Read More

SEC Charges KBR for Inflating Key Performance Metric and Accounting Controls Deficiencies

On July 2, 2018 The Securities and Exchange Commission charged global engineering and construction company KBR Inc. with inflating a key, non-financial statement performance metric known as work in backlog.  KBR agreed to pay a $2.5 million penalty to settle the… Read More

SEC Charges BGC Financial For Failure to Preserve Documents and Maintain Accurate Books and Records

The Securities and Exchange Commission announced on July 17, 2018 that New York-based broker-dealer BGC Financial has agreed to pay a $1.25 million penalty to settle charges that it failed to preserve audio files sought by the SEC and inaccurately… Read More

SEC Files Charges Core Performance Management LLC, RMR Asset Management Co in Municipal Bond “Flipping” and Kickback Schemes

The Securities and Exchange Commission charged two firms and 18 individuals in a scheme to improperly divert new issue municipal bonds to broker-dealers at the expense of retail investors.  According to the SEC’s complaint, the defendants – known in… Read More

SEC Charges Cloud Communications Company and Senior Executives Mark Greenquist And Michael Swade With Misleading Revenue Projections

The Securities and Exchange Commission charged a cloud communications company and two executives with providing misleading quarterly revenue estimates. The company and executives agreed to pay over $1.9 million in penalties to settle the SEC’s charges. According to… Read More

Section 4(a)(2) and Rule 506(b) Exempt Offerings – Securities Lawyer 101

Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) exempts Rule 506(b)securities offerings from the SEC’s registration requirements when the transactions are by an issuer and do not involve a public offering of securities. Rule 506(b) is frequently used by private companies not engaging in general solicitation and advertising.

SEC Charges U.S. Congressman Christopher Collins and Others With Insider Trading

The Securities and Exchange Commission announced on Aug. 8, 2018  the filing of insider trading charges against Congressman Christopher Collins, the U.S. Representative for New York’s 27th Congressional District, his son, Cameron Collins, and a third individual, Stephen Zarsky…. Read More

What Are the SEC Reporting Requirements After My Form S-1 ls Effective?

Once the SEC staff declares your company’s Securities Act registration statement on Form S-1 effective, the company becomes subject to the SEC’s reporting requirements under the Securities Exchange Act of 1934.  These rules require your company to file annual reports… Read More