SEC Amends Rule 15c2-11, Form 211 Amendments
On September 16, 2020, SEC amended Exchange Act Rule 15c2-11 and Form 211. Changes to Rule 15c2-11 were proposed last year. The OTC…
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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.
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Can I Use an Online Portal For My Rule 506(c) Offering?
Online Platforms for Rule 506(c) Offerings The most common exemption from SEC Registration is Rule 506(c) of Regulation D which provides for…
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SEC Amends Regulation S-K Item 101, 103 and 105
On August 26, 2020, the United States Securities and Exchange Commission (the “SEC”) finalized its proposed rule amending the disclosure requirements under…
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SEC Amends Accredited Investor Definition – Rule 506 Offerings
Rule 506 Offerings are the most common of the Regulation D exemptions from registration under the Securities Act of 1933, as amended…
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SEC Says toxic funder John M. Fife is an Unregistered Dealer
The SEC filed an enforcement action against John Fife, an unregistered dealer and 5 companies he controlled including St. George Investments LLC…
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SEC Says Ibrahaim Almagarby and Microcap Equity Group Are Unregistered Dealers
We’ve previously written about Securities and Exchange Commission (“SEC”) enforcement actions pending against John Fierro and Justin Keener alleging unregistered dealer activity.…
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Business Identity Theft: State of the Industry Report
As business owners, it’s important that you watch out for all of these forms of business identity theft. Your business, whether big…
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AmTrust and Ronald E. Pipoly, Jr Charged with Faulty Loss Reserves Disclosures
On June 17th, 2020, the SEC charged international insurance company AmTrust Financial Services, Inc. and its former CFO Ronald E. Pipoly Jr.…
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SEC Obtains Final Judgments Against Daniel Adams, Michael Flanders, Spiderworx Media LLC, and An L.A. Minute LLC
The SEC has obtained final judgments against movie director and convicted felon Daniel Adams, music producer Michael Flanders, and companies under their…
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SEC Says Toxic Financings by Dilution Funder, John Fierro Make Him a Dealer Not a Trader
Dilution Funders and Dilution Financings Challenged by SEC We recently wrote about two interesting SEC enforcement actions that examine the question of…
Read MoreSEC Says Toxic Financing Lender and Dilution Funder John Fierro is a Dealer Not a Trader
Dilution Funders and Dilution Financings Challenged by SEC
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SEC Obtains Judgment Against Giga Entertainment, Inc. CEO Gary Nerlinger
The U.S. District Court for the Eastern District of New York entered a final judgment as to monetary relief against the former…
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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…
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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…
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What Is a Control Person? Control Securities, Resale Requirements
Sales of restricted securities by affiliates and control persons of publicly traded companies are subject to requirements not applicable to other sellers…
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SEC Form 3, Insider Reporting Requirements
Form 3 must be filed within ten (10) calendar days after a person becomes a Section 16 insider. Form 3 is a…
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SEC Trading Suspensions Under the Securities Exchange Act
When the SEC issues a trading suspension pursuant to Section 12(k), trading in the security is halted for the period set forth…
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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…
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SEC Enters Final Judgment Against Brandon Copeland, E.B. & Copeland Capital, Inc.
United States District Court for the Northern District of Ohio entered final consent judgments against recidivist investment adviser Brandon E. Copeland and…
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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…
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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…
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Is My Toxic Lender and Dilution Funder a Dealer? – SEC Toxic Financing Actions
Dilution Funders have been charged by the SEC as unregistered dealers in violation of the Securities Exchange Act. Justin Keener and his…
Read MoreSEC 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,…
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Regulation CF Crowdfunding and SEC Reporting After the Offering
After an issuer completes a Regulation CF crowdfunding offering, it must comply with certain ongoing reporting obligations. Unlike public company SEC reporting…
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Rule 504 Offerings – Regulation D Attorneys
Securities offerings under Rule 504 of Regulation D of the Securities Act may prove useful to founders of startup and small companies.
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SEC Provides Form S-3 Coronavirus Relief – Securities Lawyer 101
The SEC has provided relief to Form S-3 issuers because of coronavirus. Form S-3 is a short-form registration statement that consists primarily…
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Public Company SEC Reporting Requirements -SEC Requirements to Go Public
Public Company SEC Reporting Requirements - SEC Requirements to Go Public, Going Public Attorneys. Companies filing registration statements with the SEC become…
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What is a SEC Trading Suspension? Securities Lawyer 101
SEC trading suspensions often leave investors in the dark. While SEC trading suspensions may be intended to prevent investor losses, the opposite…
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Expedited Regulation Crowdfunding Offering Rules For Coronavirus Impacted Issuers
The SEC’s Regulation Crowdfunding temporary rules are intended to expedite the crowdfunding offering process for smaller, previously established companies directly or indirectly…
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Section 4(a)(7) Resale Exemption – FAST ACT
Section 4(a)(7) provides an exemption for private resales from the SEC’s (“SEC”) registration statement requirements if certain conditions are met. One of…
Read MoreBlogroll & Resources
Explore our curated collection of external resources and industry links that complement our blog content. These hand-picked links provide additional perspectives on securities law, market regulations, and business compliance.
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https://www.finra.org/JOBS Act 101
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https://www.sec.gov/Securities Lawyer 101 Newsletter
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https://ppe.securitieslawyer101.com/ask-securitieslawyer101-series/Securities Law Presentations & Videos
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