Securities Law and Going Public Blog

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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.

Latest Blog Posts

The Section 4(a)(2) Exemption – Exempt Offerings

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…

Rule 12b-25 Q & A – SEC Reporting Requirements

Form 12b-25 and Rule 12b-25 provide relief for issuers unable to meet SEC reporting requirements on time. Rule 12b-25 grants..

What Is SEC Form 5 – SEC Reporting Requirements- Securities Lawyer 101

Section 16 insiders must file an Annual Statement of Changes in Beneficial Ownership on Form 5 if there are any transactions in…

Form S-1 Selling Shareholders Disclosures – Going Public Lawyers

Securities Lawyer 101 Blog Companies going public have a variety of structures for their transactions. Companies can sell shares in reliance upon…

What Is a Seed Stockholder? Going Public Lawyers

One requirement of a going public transaction is that the issuer obtain sufficient stockholders to establish a trading market. These initial investors…

Regulation A SEC Reporting Requirements After Qualification

My Regulation A Offering Is Qualified. Now What? Once the SEC has qualified a Regulation A Offering Circular on Form 1-A, the…

Why Form 10 Shells Are High Risk – Form 10 Reverse Mergers

Many issuers seeking to raise capital often attempt to go public using a reverse merger with a Form 10 public shell company.…

CAN-SPAM Issuers and Investor Relations – Securities Lawyer 101

If you use email in your business, you should be aware of the requirements of the CAN-SPAM Act ("CAN-SPAM"). Investor relations providers…

What Rules Apply to Investor Relations Activity? Stock Promotion Guide

Investor relations or stock promotion involves the dissemination of information about a public company to increase its stock price and trading volume.…

What SEC Reporting Requirements Apply to a Direct Public Offering?

Exchange Act Reporting After SEC Effectiveness of a Registered Direct Public Offering Upon completion of a registered direct public offering, the…

Rule 506-c Accredited Investor Offerings, Regulation D Securities Lawyers

Rule 506(c) of Regulation D under the Securities Act of 1933, as amended, allows a company to use general solicitation and advertising…

Deadlines for SEC Reporting Requirements Extended Due to COVID-19

On March 25, 2020, the Securities and Exchange Commission (the “SEC”) issued an order (the “SEC Order”) providing extensions to SEC reporting…

What are the Requirements of Regulation CF Crowdfunding?

SECTION 4(A)6 OF THE SECURITIES ACT Section 4(a)(6) of the Securities Act of 1933, as amended (the “Securities Act” is also known…

Regulation A Reporting Obligations – Crowdfunding with Regulation A

Regulation A, also known as Regulation A+, provides investors with more investment choices and issuers with more capital raising options during their…

Regulation A and Crowdfunding Issuers granted SEC Extensions

The SEC recently granted issuers using Regulation A and Regulation Crowdfunding known as Regulation CF have been granted extensions to their SEC…

What is Accredited Investor Verification? Going Public Lawyers

Rule 506(c) verification of accredited investor status is only required where the issuer engages in general solicitation and/or advertising. The SEC provided…

Crowdfunding During Coronavirus – COVID-19 Securities Lawyer 101

Crowdfunding Offerings in the Time of Coronavirus In the past few months, the COVID-19 outbreak has caused quarantines and closures, and has…

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...

The SEC Addresses COVID-19 Disclosure Requirements – Securities Lawyer 101

The SEC Addresses COVID-19 Disclosure Requirements Earlier this month, the Securities and Exchange Commission (the “SEC”) addressed COVID-19 disclosure requirements in…

SBA Offers Small Business Loans in Response to Coronavirus – COVID-19

U.S. Small Business Administration Offers Funding in Response to COVID-19. The Coronavirus Preparedness and Response Supplemental Appropriations Act (the “Act”), passed with…

What Is an Accredited Investor Verification Provider?

Accredited Investor Verification – Accredited Crowdfunding Under Rule 506(c) Accredited investor verification is a critical part of the Rule 506(c) also known…

Short Sale and Short Seller Rules – Regulation SHO Lawyers

Understanding the Games that Issuers and Short Sellers Play When a manipulated stock’s price declines, it has become common practice for penny…

What Is A Form 10 Registration Statement? Form 10 Securities Lawyers

Form 10 shells are used as inventory for reverse merger transactions that take a company from private to public company status.

SEC Reporting After a Form 10 Goes Effective – Form 10 Registration Statements

If a company files a registration statement on Form 10 under Section 12 of the Exchange Act, it becomes an SEC reporting company…

Crowdfunding JOBS Act, Crowdfunding Portals, Platforms and Intermediaries

What You Need to Know About Crowdfunding Portals and Intermediaries The JOBS Act includes provisions to allow crowdfunding intermediaries known as “Crowdfunding Portals”,…

Form S-1 SEC Review Process – S-1 Requirements Going Public

The Division of Corporation Finance of the Securities and Exchange Commission (SEC) reviews filings and provides companies going public with comments on…

Form S-1 Registration Statement Quiet Period – Going Public

Private companies going public should consider Form S-1 filing requirements when contemplating their securities offering. The most commonly used registration statement form…

CBD Oil for Pain: FDA Approves Over-the-Counter Cannabidiol Topical

The FDA recently approved an opioid-free pain-relieving cream from Honest Globe, a plant-based wellness company specializing in alternative health care. This over-the-counter…

FINRA Addresses Digital Securities – Regulatory Notice 19-24

FINRA Encourages Member Firms to Provide Notice of Activities in Digital Securities Last year, FINRA took several steps to engage with its…

SEC Charges Attorney Ben Bunker with Fraudulent Scheme

On January 23, 2020, the Securities and Exchange Commission (SEC) issued a cease and desist order against attorney Ben Bunker (Benjamin L.…

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.

FINRA

https://www.finra.org/

JOBS Act 101

https://www.jobsact101.com/

Go Public 101

https://www.gopublic101.com/

OTC Markets

https://www.otcmarkets.com/

Securities Lawyer 101 Blog

https://ppe.securitieslawyer101.com/blog/

Securities & Exchange Commission

https://www.sec.gov/