On September 8, 2015, the Securities and Exchange Commission (SEC) charged a sports supplements and nutrition company with committing a series of accounting and disclosure violations, including the failure to properly report perks provided to its executives as… Read More
On June 30, 2015, United States Magistrate Judge Sidney I. Schenkier issued an order requiring production of certain documents that Navistar International Corporation (Navistar) claimed to be privileged in response to investigative subpoenas issued by the Securities… Read More
Securities Lawyer 101 Blog On November 12, 2014, Medbox, Inc. (MDBX) put an end to nearly two weeks of speculation by acknowledging in its 10-Q for the period ended September 30 that the company has received a formal… Read More
On August 9, 2014, the Securities and Exchange Commission (the “SEC”) announced charges against Chuck Moore and Crucible Capital Group, a New York-based brokerage firm for allegedly violating net capital requirements and falsifying books and records to conceal… Read More
Securities and Exchange Commission (the “SEC”) investigations can result from a variety of factors. SEC investigations can be triggered in ways, including during the SEC’s routine review of SEC reports and schedules, routine inspections by FINRA of clearing houses and/or brokerage firms, reports… Read More
The SEC’s Enforcement Division conducts investigations pursuant to formal Orders of Investigation that authorize the staff of the Enforcement Division to seek the production of relevant information, either in the form of documents or witness testimony. Although the SEC… Read More
According to the annual report published by the Division of Enforcement of the U.S. Securities and Exchange Commission (the “SEC”), there were 715 overall enforcement actions in fiscal 2020, down 17% from the previous year.
Despite the slow down, financial remedies ordered “set a new high,” according to Stephanie Avakian, the agency’s enforcement chief. The Commission obtained judgments and orders totaling approximately $4.68 billion in disgorgement and penalties – the highest amount on record.
Category: Blog Posts Tags: 2020, administrative proceedings, Aethlon Medical Inc, Applied BioSciences Corp, Arrayit Corporation, BioElife Corp, BioXyTran Inc, Blackhawk Growth Corp, Bravatek Solutions Inc, CNS Pharmaceuticals Inc, complaints, Cornerstone Research, coronavirus, COVID-19, Covid-19 Pandemic, criminal authorities, Custom Protection Services Inc, Decision Diagnostics Corp, delinquent SEC filers, disgorgements, Division of Enforcement, Douglas Roe, Eastgate Biotech, EastWest Bioscience Inc, enforcement actions, Jason C. Nielsen, Kelly Warawa, Key Capital Corporation, Kleangas energy Technologies Inc, Lord Global Corp, Mark Schena, Michael Luckhoo-Bouche, Microcap, Micron Waste Technologies Inc, Moleculin Biotech Inc, Nano Magic Inc, Nelson Gomes, No Borders Inc, NYU Pollack Center for Law & Business, OTC Markets, Parallax Health Sciences Inc, penalties, Penny Stock, Praxsyn Corporation, PreCheck Health Services Inc, Predictive Technologies Group Inc, Prestige Capital Corp, public companies, referrals, regulators, Roadman Investments Corp, Sandy Steele Unlimited Inc, SCWorx Corp, SEC, SEC Issuers, Securities Exchange Commission, SEED, Signpath Pharma Inc, Solei Systems Inc, Solutions Inc, SpectrumDNA Inc, Stephanie Avakian, TCRs, tips, tradings suspension, Turbo Global Partners Inc, US Lithium Corp, US Securities and Exchange Commission, Wellness Matrix Group Inc, whistleblower, WOD Retail, WPD Pharmaceuticals Inc, Zoom Technologies Inc
Last week, E*TRADE, a subsidiary of Morgan Stanley, which offers an electronic trading platform to trade financial assets including common stocks, announced that effective November 21, 2020, customers will no longer be able to open positions in Caveat Emptor securities due to the risks associated with trading shares in these companies.
Category: Blog Posts Tags: Caveat Emptor, E-Trade, E*TRADE, Expert Market, fraud, Grey Market, OTC Markets, OTC Markets Group, Penny stocks, Promotion, Public Interest Concerns, Risk, SEC, Securities Exchange Commission, Suspension/Halt
On November 13, 2020, the Securities and Exchange Commission (the “SEC”) announced an award of over $1.1 million to a whistleblower whose independent analysis led the staff to look at new conduct during an ongoing investigation.
Category: Blog Posts Tags: Dodd-Frank Act, fraud, Jane Norberg, OTC Markets, Overseas, Penny Stock, SEC, SEC Action, SEC Investigation, SEC Issuer, SEC tips, Securities Exchange Commission, Securities Laws, Securities Laws Violations, Whistlerblower
Dilution Funders have been charged by the SEC as unregistered dealers in violation of the Securities Exchange Act. Justin Keener and his company, JMJ Financial and John Fierro and his company, JDF Capital, Inc. are…
Category: Blog Posts Tags: broker-dealer, Dealer, Dilution Funder, Dilution Funding, Dilutive Financing, Exchange Act, JDF Capital, JDF Capital Inc, JMJ Financial, John D. Fierro, Justin Keener, microcap securities, Microcap Stock, OTC Markets, Penny Stock, Penny Stock Bars, Penny Stock Investor, Penny Stock Issuer, ponzi scheme, regulation, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Claim, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Subpoena, Securities Fraud, Securities Law Defense, Small Business, stock scheme, toxic financier
SEC trading suspensions often leave investors in the dark. While SEC trading suspensions may be intended to prevent investor losses, the opposite is true.
Category: Blog Posts Tags: fraud, Going Public, lawyer, legal opinions, Microcap Action, Microcap Investor, Microcap Stock, OTC Markets, penalty, Penny Stock, Penny Stock Bars, Penny Stock Investor, Penny Stock Issuer, ponzi scheme, regulation, russell, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Trading Suspension, Securities Attorney, Securities Fraud, Securities Law Defense, Securities Lawyer, trading suspension
Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) provides an exemption from the SEC’s registration statement requirements for transactions by an issuer and do not involve a public offering of securities. Section 4(a)(2) is the most widely used exemption for securities offerings in the U.S. Shares sold in reliance upon Section 4(a)(2) are restricted securities and may not be resold absent SEC registration or an exemption therefrom.
Category: Blog Posts Tags: Accredited Investor, Confidential Offering Circular, Form D, Offering Exemption, Offering Memorandum, PPM, Private Placement, Private Placement Memorandum, Regulation D, Rule 506, Rule 506(b), Rule 506(c), SEC Exemption, SEC Registration, SEC Registration Statement, SEC Registration Statements, Section 4(a)(2), Section 4(a)(2) Exemption
1. Overview of the Regulation A+ Exemption On March 25, 2015, the Securities and Exchange Commission (the “SEC”) created Regulation A+ by adopting final rules to implement Section 401 of the Jumpstart Our Business Startups (JOBS) Act by… Read More
Category: Blog Posts Tags: Accredited Crowdfunding, Accredited Investor, attorney, Crowdfunding, Crowdfunding Exemption, Going Public, Kickstarter, lawyer, Michael Williams, offerings, Regulation A, Regulation CF, Regulation Crowdfunding, Rule 506, Rule 506-c, Rule 506(c), SEC, SEC Registration, SEC Reporting Requirements, securities, Securities Offering, tier 1, Tier 2
The Securities Act of 1933, as amended (the “Securities Act”) is often referred to as the “truth in securities” law. The Securities Act requires disclosure of financial and other material information about securities that are being offered for… Read More
On January 22, 2020, the Securities and Exchange Commission (“SEC”) announced two whistleblower awards in connection with two separate SEC enforcement actions. Both whistleblowers provided significant information that helped the SEC shut down two separate fraudulent schemes involving… Read More
Category: Blog Posts Tags: dodd-frank, Penny Stock, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Claim, SEC Defendant, SEC Defense, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Whistleblower, Securities Fraud, Securities Law Defense
Blockchain technology company Blockchain of Things Inc. (BCOT) settled charges brought against them by the Securities and Exchange Commission (SEC) on December 18, 2019, for conducting an unregistered initial coin offering (ICO). The New York-based startup Blockchain of… Read More
Category: Blog Posts Tags: bcot, blockchain of things, crypto, enforcement, Exchange Act, ICO, ICO Fraud, ICO Offering, ICO Scam, investor, Microcap Action, Microcap Investor, Microcap Stock, OTC Markets, Penny Stock, Penny Stock Action, Penny Stock Bar, Penny Stock Bars, Penny Stock Fraud, Penny Stock Issuer, ponzi scheme, Rule 10b-5, SEC, SEC Action, SEC Administrative Proceeding, SEC Allegation, SEC Attorney, SEC Case, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Lawyer, SEC enforcement, SEC Fraud, SEC Injunction, SEC Investigation, SEC Judgment, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Order, SEC Penny Stock Bar, SEC regulation, SEC Suit, SEC Trading Suspension, Section 10(b), Section 5, securities, Securities Act, Securities Exchange Act of 1934, Securities Fraud, Securities Law Defense, unregistered
The Boston and New York SEC and DOJ Charge Ulrik Debo and Kenneth Ciapal and Others The Securities and Exchange Commission (SEC) and the Department of Justice (DOJ} charged Ulrik Debo, Kenneth Ciapala, Kenneth Ciapala, and a number… Read More
Category: Blog Posts Tags: Anthony Killarney, Blacklight, Capital, Chaîne des Rôtisseurs, Christopher Lee McKnight, Ciapala, doj, Huffington Capital Corp, Kenneth Ciapala, Matveev Anton, ndrew Dale Wise, Rajesh Taneja, SEC, SEC Action, SEC Administrative Proceeding, SEC Allegation, SEC Attorney, SEC Charge, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Injunction, SEC Judgment, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Order, Steve Bajic, Taneja, The Moskowitze Report, Ulrik Debo, Wynford
Most public companies realize that the Securities and Exchange Commission (the “SEC”) is a law enforcement agency. Receiving an SEC subpoena is a new experience for most market participants. SEC Actions can involve a case in federal court or… Read More
Category: Going Public Tags: SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Civil Action, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, securities law violations
Tim Leissner, former head of Asian Investment with Goldman Sachs, has been permanently banned from the securities industry by the Securities and Exchange Commission (SEC) due to a scandal involving bribery and the Malaysian state fund 1MDB. According… Read More
Category: Blog Posts Tags: 1mdb, David Sweaney, FCPA, goldman sachs, Jeffery Gange, kimora lee simmons, malaysia, Michael James Sweaney, Nanotech Engineering, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Charges, SEC Civil Action, SEC Claim, SEC Defendant, SEC Defense, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, Section 17(a), Section 17(b), Securities Fraud, Securities Law Defense, securities law violations fraud, tim leissner
A sometimes overlooked aspect of Regulation A+ is the impact of state blue sky laws on liquidity and resales also known as secondary sales. State blue sky laws are applicable to resales by purchasers in Regulation A Offerings and vary… Read More
The SEC has updated its PAUSE list (Public Alert: Unregistered Soliciting Entities), “adding 23 soliciting entities, two impersonators of genuine firms, and 12 bogus regulators.” This is a great resource for investors, as it will help you to… Read More
After the election of 2016, a lot was made of “fake news” and Facebook’s role in spreading it. Part of this large controversy involved the consulting firm Cambridge Analytica, which was run by Steve Bannon. Cambridge Analytica used… Read More
Jan Atlas, a 74-year old attorney based in Ft. Lauderdale was charged on September 17, 2019, with “one count of securities fraud, in violation of Title 15, United States Code, Sections 77q(a) and 77x, in Case No. 19CR60258. … Read More
Starbucks’ stock fell today after news broke that the Securities and Exchange Commission sent a letter questioning the way that Starbucks recognizes its revenue. New accounting guidelines were implemented at the end of 2018 that is affecting many… Read More
Form 10 and 8-A can be used to register both debt and equity securities. Upon effectiveness, the issuer becomes subject to SEC reporting requirements. This is different from a Securities Act registration, in which a company registers a certain number of a class of securities (debt or equity) for a particular public distribution.
Category: Blog Posts Tags: Class of Securities, Direct Public Listing, Direct Public Offering, DPO, Exchange Act, Form 10, Form 10 Attorney, Form 10 Attorneys, Form 10 Disclosures, Form 10 Effective, Form 10 Going Public, Form 10 Lawyer, Form 10 Lawyers, Form 10 Registration, Form 10 Registration Statement, Form 10 Shell, Form 10 Shell Company, Form 10-K, Form 10-Q, Form 8-A, Form 8-A registration statement, Form 8-K, Form S-1, Form S-1. Registration Statement, Go Public, Go Public Direct, Register Securities, Registration Statement, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, SEC Registration, SEC Registration Statement, SEC Reporting Requirements, Section 12(b), Section 12(g), Securities Exchange Act
Once the SEC staff declares your company’s Securities Act registration statement on Form S-1 effective, the public company becomes subject to the SEC’s reporting requirements .
Category: Blog Posts Tags: 10-K, 10-Q, Annual Report, current reports, Form 10-K, Form 10-Q, Form 8-K.Public Company, Public Company, Public Company SEC Reporting Requirements, quarterly reports, Reporting Requirements, SEC Reporting
SEC Concept Release on Harmonization of Securities Offering Exemptions In the wake of the stock market crash of 1929, the public had lost confidence in the entirely unregulated U.S. markets. Congress sought to restore it by creating a… Read More
Category: Blog Posts Tags: Concept Release on Harmonization of Securities Offering Exemptions, Exempt Offering, Form 10, Form 10-K, Form 10-Q, Form 8-K, Form D, Form S-1, Offering Exemption, Offering Exemptions, Regulation A, Rule 147, Rule 506(b), Rule 506(c), SEC, Securities Act
Its object is to render useless and worthless dormant shell companies that might otherwise be hijacked, used in reverse mergers, and ultimately pumped and dumped.
Category: Blog Posts Tags: Direct Public Listing, Direct Public Offering, Form 10, Form 10 Shell, Form 10 Shell Company, Form 10-K, Form 10-Q, Form 8-K, Form S-1, Go Public, Go Public Direct, Reverse Merger, Reverse Merger Transaction, Reverse Mergers, SEC Registration, SEC Reporting Requirements
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
