SEC Settles Charges Against Joseph Saranello

Securities Lawyer 101On December 17, 2014, the Securities and Exchange Commission (the “SEC”)  announced settled charges against Joseph Saranello who participated in a pump-and-dump scheme involving the stock of Rudy Nutrition. The SEC previously charged thirteen other individuals in the District of Nevada for engaging in this scheme to manipulate the stock of Rudy Nutrition that netted over $11 million in illicit profits. Read More

Avon Products Charged with Foreign Corrupt Practices Act Violations

On December 17, 2014, the Securities and Exchange Commission (the “SEC”) charged Avon Products Inc. with violating the Foreign Corrupt Practices Act (FCPA) by failing to put controls in place to detect and prevent payments and gifts to Chinese government officials from employees and consultants at a subsidiary. Read More

Why Transfer Agent Rules Need to be Updated

Securities-Lawyer-101 l Brenda Hamilton LawyerOn December 17, 2014, Luis A. Aguilar released a public statement about why the rules surrounding transfer agents should be updated and modernized. [1]  Unfortunately, the rules governing transfer agents were adopted in the 70′s and 80′s and have not kept up with technological advances in the industry.  In the informative release, Commissioner Aguilar explains the important role that transfer agents play in the public markets including as a gatekeeper to securities violations.   Read More

What is the Difference Between Form 10 and Form S-1 Registration Statements?


Form 10Form S-1 registration statements provide issuers with flexibility in going public transactions.  A registration statement on Form S-1 can be used to register specific securities for a company to sell to investors and specific shares for the company’s shareholders to resell publicly.  Form S-1 can be used to register both simultaneously.

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CANN Settles Lawsuit Against Stephen Calandrella

On September 25, 2014, Advanced Cannabis Solutions, Inc. (“CANN”) sued Stephen G. Calandrella, one of the company’s biggest investors.  Though that may seem paradoxical, CANN alleges in a lawsuit that Calandrella critically damaged the company.  Read More

SEC Charges Treaty Energy, Management & Attorney

On December 15, 2014, Securities and Exchange Commission (the “SEC”) charged Treaty Energy Corporation, Ronald L. Blackburn, Andrew V. Reid, Bruce A. Gwyn, Michael A. Mulshine, Lee C. Schlesinger and Samuel E. Whitley with running a stock trading scheme in which they claimed to have struck oil in Belize in order to manipulate the price of the company’s stock as they illegally sold restricted shares to the public.  Read More

Doug Furth Indicted in Kickback Scheme

Securities Attorney - KickbackOn December 12, 2014, the  Securities and Exchange Commission (“SEC”) filed a civil injunctive action in the United States District Court for the Eastern District of New York, charging Douglas Furth, a stock promoter who resides in Solon, Ohio, with manipulating the common stock of SearchPath HCS, Inc. (“SearchPath”).  On the same day Furth was indicted in connection with the same conduct. Read More

Attorney Richard Weed Indicted After Reverse Merger

Receivership ShellOn December 4, 2014, Richard Weed (“Weed”), a securities lawyer, was indicted on eleven criminal charges by a grand jury in the U.S. District Court for the District of Massachusetts in connection with an alleged pump-and-dump scheme that defrauded investors in CitySide Tickets Inc., formerly Amogear Inc.   Read More

SEC Sanctions Firms For Lack of Auditor Independence

Auditor Independence On December 8, 2014, the Securities and Exchange Commission (the “SEC”) sanctioned eight firms for violating auditor independence rules when they prepared the financial statements of brokerage firms that were their audit clients.   Read More

SEC Sanctions Bitcoin Stock Exchange Operator

Bitcoin - Securities Lawyer 101On December 8, 2014, the Securities and Exchange Commission (the “SEC”) announced sanctions against a computer programmer for operating two online venues that traded securities using virtual currencies Bitcoin or Litecoin without being registered as broker-dealers or stock exchanges.  Read More