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Insights on securities law, exchange listings, going public, SEC reporting, and market regulation. Stay updated with our latest articles on capital markets compliance, regulatory developments, and strategic guidance for public and private companies.
Yesterday, September 17, 2026, the Securities and Exchange Commission adopted a temporary, conditional Innovation Exemption intended to facilitate the onchain trading of…
Read MoreIn a landmark shift for capital markets and distributed ledger technology (DLT), the U.S. Securities and Exchange Commission (SEC) announced Exchange Act…
Read MoreA Private Placement Memorandum (PPM), also called an Offering Memorandum, is a disclosure document used in private securities offerings exempt from registration…
Read MoreRule 506(c) of Regulation D allows companies to publicly market private offerings—through websites, social-media posts, investor webinars, and other digital channels—so long…
Read MoreThirteen Counts Rejected, Two Questions Presented The petition for a Supreme Court review (writ of certiorari) in Spartan Securities Group, Ltd. v.…
Read MoreA Grand Prairie, Texas attorney is facing federal charges after allegedly operating a years-long Ponzi scheme, forging official legal documents, and pressuring…
Read MoreReverse mergers can provide small and emerging companies with a faster path to becoming publicly traded. But history has shown that this shortcut…
Read MoreThis 2026 quick-reference chart summarizes the most frequent comment themes raised by the SEC’s Division of Corporation Finance during its review of…
Read MoreAccessing Capital Beyond the IPO After going public, companies often conduct PIPE offerings, secondary offerings, and shelf registrations to raise additional capital. Eligibility to…
Read MoreFor a small company quoted on the OTC markets, few things arrive with less warning than a promotion flag. One morning the…
Read MoreA private operating company may enter into a reverse merger with an OTC Markets shell expecting to become public quickly and uplist…
Read MoreIssuers relying on Rule 506(b) or Rule 506(c) of Regulation D generally must file a Form D with the Securities and Exchange…
Read MoreThe SEC proposed Regulation Crypto Assets on August 18, 2026, creating two exemptions from Securities Act registration for offerings of covered investment…
Read MoreRule 506(c) of Regulation D allows companies to use general solicitation and general advertising to raise capital without registering the offering under…
Read MoreRule 506 of Regulation D is one of the most widely used exemptions for private securities offerings, but the exemption can be…
Read MoreRule 506(b) and Rule 506(c) allow companies to raise capital in private offerings without registering the securities with the SEC. Because securities…
Read MoreRule 506(b) and Rule 506(c) are two of the most commonly used exemptions for private securities offerings under Regulation D. Both allow…
Read MoreA transfer agent’s refusal to remove a restrictive legend does not always mean the Rule 144 legal opinion is wrong. It may…
Read MoreA shareholder who obtains a Rule 144 legal opinion and asks a transfer agent to remove a restrictive legend may assume the…
Read MoreA transfer agent legal opinion can become critical when a shareholder seeks restrictive legend removal under Rule 144 and the issuer objects,…
Read MoreArtificial intelligence (“AI”) has become a powerful tool in securities disclosure preparation. AI-driven drafting systems can now generate registration statements, risk factor summaries, and…
Read MoreOTC Markets Listing Requirements 2026: How to List on OTCQX, OTCQB or OTCID Companies seeking an OTC Markets quotation in 2026 must…
Read MoreOn August 5, 2026, the Securities and Exchange Commission announced the creation of a specialized Financial Reporting and Accounting Unit within its…
Read MoreThe July 22, 2026 order approving Nasdaq’s new $5 million Market Value of Listed Securities continued-listing standard has been automatically stayed after…
Read MoreShort selling is a lawful and valuable component of market efficiency. It provides liquidity, supports price discovery, and uncovers fraud. But when…
Read MoreNasdaq Uplisting Requirements, Undisclosed Lockups, Manufactured Public Float, Matched Trading and Misleading Listing Applications An uplisting from the OTC Markets to the…
Read MoreNasdaq-listed companies now face an additional and potentially unforgiving continued listing requirement. Under the SEC-approved rule, a company whose Market Value of…
Read MoreThe Securities and Exchange Commission has approved a new Nasdaq continued listing requirement that may lead to the rapid suspension and delisting…
Read MoreThe first contentious proceedings ever brought against the International Seabed Authority have placed the rights of deep-sea mining contractors, the limits of…
Read MoreBOEM Moves Toward a Historic Seabed Minerals Lease Sale The Bureau of Ocean Energy Management has taken a significant step toward holding…
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