SEC Rule 10b-5 l Securities Lawyer 101

SEC Rule 10b-5 is the primary anti-fraud provision of the federal securities laws. It was adopted pursuant to Section 10(b) of the Securities Exchange Act of 1934 (“1934 Act”), as amended and is the primary rule used in securities… Read More

The Securities Laws That Apply to Crowdfunding – Rules and Regulations

If you intend to raise money using the regulations for crowdfunding or take your company public, you will need to understand how the SEC’s registration statement requirements work, and how you may be able to raise money from the correct application of federal and state exemptions from registration. Crowdfunding is the solution…

Short Sale – Q & A – Short Seller Rules – Regulation SHO Lawyers

A short sale transaction can be part of a legitimate trading strategy if done legally. Illegal  Short selling… 

When Private Placements Go Public – Rule 506-c Attorneys

Rule 506 of Regulation D of the Securities Act of 1933 provides a private placement exemption from federal securities registration which is increasingly being used by companies seeking to raise capital prior to going public. 

SEC Charges Webcast Host Mark Melnick for His Role in Market Manipulation Scheme

On September 30, 2021, the Securities and Exchange Commission (the “SEC”) announced charges against Mark Melnick, a day trader and T3 Live Senior Trading Strategist for spreading more than 100 false rumors about public companies in order to… Read More

SEC Charges Two Individuals for Wash Trading Scheme Involving Options of “Meme Stocks”

Today, the Securities and Exchange Commission charged a Florida resident and his friend for engaging in a fraudulent scheme designed to collect liquidity rebates from exchanges by wash trading put options of certain “meme stocks” in early 2021…. Read More

SEC Obtains Default Judgment in Edgar Hacking Case

On July 29, 2021, the United States District Court for the District of New Jersey entered a default judgment against Oleksandr Ieremenko and Andrey Sarafanov, who were charged in connection with a scheme to trade on nonpublic earnings… Read More

SEC charges former CEO and CFO of FTE Networks, Inc with accounting fraud

Today, July 15, 2021, the Securities and Exchange Commission (the “SEC”) charged the former CEO and CFO of FTE Networks, Inc. (“FTE”), a network infrastructure company formerly based in Naples, Florida, with conducting a multi-year accounting fraud. The… Read More

SEC Charges Three Individuals with Insider Trading

On July 9th, the Securities and Exchange Commission (the “SEC”) charged three individuals with insider trading in advance of an announcement by Long Blockchain Company (formerly known as Long Island Iced Tea Co.) that it was going to… 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.

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.

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).

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.

SEC Charges John McAfee, Jimmy Watson, Jr with Fraudulently Touting ICOs

On October 6, 2020, the Securities and Exchange Commission (the “SEC”) charged businessman and computer programmer, John McAfee, for promoting investments in initial coin offerings (ICOs) to his Twitter followers without disclosing that he was paid to do so. McAfee’s bodyguard, Jimmy Watson, Jr., was also charged for his role in the alleged scheme.

Edward T. Kelly, Aceto Corporation Controller, Charged with Insider Trading

Edward T. Kelly, Aceto Corporation, Insider Trading, Lakewood Ranch Florida

SEC Settles with Three Defendants in Boiler Room Scheme

The SEC announced that it has obtained final judgments by consent against Ronald Hardy, Anthony Vassallo, and Sergio Ramirez charged for their roles in a $10 million boiler room scheme.

SEC Reaches Settlements with Traders in Newswire Hacking and Trading Scheme

The SEC announced  that it has obtained court approval of settlements with eight defendants: Arkadiy Dubovoy, Igor Dubovoy, Southeastern Holding and Investment Company LLC, APD Developers, Inc., Leonid Momotok, Aleksandr Garkusha, Vladislav Khalupsky, and Memelland Investments Ltd, charged in connection with an international scheme to trade on hacked news releases.

SEC Charges Jason C. Nielsen in Manipulative Trading Scheme Involving Covid-19 Claims

The SEC charged Jason C. Nielsen, a penny stock trader in Santa Cruz, California, with conducting a fraudulent pump-and-dump scheme in the stock of a biotechnology company by making hundreds of misleading statements in an online investment forum, including a false assertion that the company had developed an “approved” COVID-19 blood test.

SEC Obtains Preliminary Injunction Against Paul Horton Smith, Sr., Northstar Communications, LLC, Planning Services, Inc. and eGate

The United States District Court for the Central District of California entered a preliminary injunction and orders freezing assets and imposing other relief against California-registered investment adviser Paul Horton Smith, Sr. and his entities in connection with a Ponzi scheme targeting senior citizens.

SEC Obtains Judgements Against Stiefel Laboratories and Charles Stiefel

The SEC announced that it has obtained final judgments that will require a former privately held dermatology products manufacturer, Stiefel Laboratories, and its former chairman and CEO, Charles Stiefel to pay $37 million for the benefit of shareholders whom they defrauded through share buybacks that were improperly undervalued.

SEC Freezes Assets Against Daniel Putnam, Jean Paul Rico, and Angel Rodriguez

On June 5, 2020, the SEC announced an asset freeze against Daniel F. Putnam, of Utah, Jean Paul Ramirez Rico, of Colombia, and Angel A. Rodriguez, of Utah, who allegedly defrauded investors in two cryptocurrency-related schemes.

Diane Dalmy and Michael Woodford Charged for False Legal Opinions

On March 13, 2019, the Securities and Exchange Commission (SEC) charged attorney Diane Dalmy with fraud for “for concealing from transfer agents and brokerage firms her involvement in preparing legal opinion letters concerning the sale of certain microcap… Read More

OTC Markets Policies on Section 17(b) and Stock Promotion

The SEC and Section 17(b) Stock Promotion In the over-the-counter equities market, paid stock promotion has long been of concern to the Securities and Exchange Commission (“SEC”) and to responsible market participants.  Recently the OTC Markets has taken… Read More

Shell Shocked – FBI Uses Receivership Shell In Sting

The Securities and Exchange Commission (“SEC”), the U.S. Attorney for the District of Massachusetts, and the Federal Bureau of Investigation have announced charges against five individuals, who the authorities allege  attempted to manipulate shares of Boston-based Amogear Inc.  A… Read More

Form 10-Q Quarterly Reports, Filing Requirements l Going Public Lawyer

Publicly traded companies with a class of securities registered under Section 12 or subject to Section 15(d) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), are subject to the SEC’s periodic and current reporting requirements… Read More

SEC Charges Lloyd Schuman with Repeated Insider Trading

The SEC charged on May 9, 2019, Lloyd Schuman and Dane Janes for insider trading and for repeatedly traded and tipped on confidential information that they obtained through their respective employers. The SEC’s complaint, filed in the U.S…. Read More

SEC Charges Danny Williams Former Executive of a Truckload Freight Company with Accounting Fraud

On May 9,2019, the SEC charged Danny Williams, the former President of Quality Companies, LLC, a former subsidiary of Indianapolis-based Celadon Group Inc., with an accounting fraud that allowed Celadon to avoid disclosing substantial losses and misrepresent its… Read More

SEC Obtains Final Judgment Against Rocco Roveccio for Defrauding Customers

On May 3, 2019, a federal district court entered a final consent judgment against Rocco Roveccio, a broker who was charged with defrauding customers by making unsuitable and unauthorized trades and churning customers’ accounts, which enriched the broker… Read More

SEC Obtains Asset Freeze in Connection with Alleged Insider Trading

The SEC announced on April 29,2019, the entry of an emergency court order freezing assets related to alleged insider trading that yielded approximately $2.5 million in profits in connection with the April 12, 2019 announcement that oil-and-gas conglomerate… Read More

SEC Charges Christopher Dougherty, an Investment Adviser with Running a Ponzi Scheme

On April 26, 2019, the SEC charged Christopher Dougherty and several entities he controlled, with operating a Ponzi scheme that defrauded his investment advisory clients out of $7 million. The San Diego District Attorney’s Office separately announced criminal… Read More