Confidential Submission of Draft SEC Registration Statements
Confidential registration statements are often filed on Form S-1 as part of a going public transaction.
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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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Ulrick Debo and Kenneth Ciapala Charged By DOJ and SEC
The Boston and New York SEC and DOJ Charge Ulrik Debo and Kenneth Ciapal and Others The Securities and Exchange Commission (SEC)…
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SEC Proposes Disclosure Rules for Resource Extraction Issuers
The Securities and Exchange Commission (SEC) on December 18, 2019, voted to “propose rules that would require resource extraction issuers to disclose…
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SEC Comments – Form S-1 – Going Public Lawyers
Issuers who offer and sell securities or file an S-1 Registration Statement for selling shareholders in connection with a going public transaction…
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Regulation A+ Q & A – Regulation A+ Going Public Lawyers
Regulation A provides an exemption from registration that can be used in conjunction with a going public transaction. Regulation A has two…
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SEC Improves Framework for Cross-border Security-based Swaps
On December 18, 2019 the SEC introduced new rules and guidance for security-based swaps that transcend borders. Many interested parties trade across…
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Amazon Bans Sale of CBD; Still Shipped Legally by USPS
As we write about often on our blog, the regulatory state of CBD is in flux, and owners of CBD companies should…
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Practical Considerations in Regulation A+ Offerings
Regulation A offers an alternative to the traditional methods of filing a Registration Statement on Form S-1 or Form F-1 to raise…
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SEC Adopts New Rules 15Fi-3, 15Fi-4, and 15Fi-5
On Wednesday, December 18, 2019, the SEC adopted new rules 15Fi-3, 15Fi-4, and 15Fi-5, which they describe as risk mitigation techniques for…
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Form S-1 Registration, Filing and Requirements, Form S-1 and Going Public Lawyers
Form S-1 provides flexibility in going public transactions. It allows the issuer to register shares during the going public process on behalf…
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Silicon Valley IT Administrator Charged in Insider Trading Ring
Janardhan Nellore, a 42 year old IT administrator, has been charged with using confidential earnings information, along with his friends, to trade…
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Accredited Investors and, Regulation D Rule 506(c) – Going Public Attorneys
Rule 506(c) of Regulation D under the Securities Act of 1933, as amended, allows a company to use general solicitation and advertising…
Read MoreSenator Elizabeth Warren Hopes to Crack Down on Shell Companies
On December 17, 2019, Senator Warren published a post on Medium entitled "My Plan to Fight Global Financial Corruption". In it she…
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Telefonaktiebolaget LM Ericsson Charged with FCPA Violations
Swedish multinational corporation Telefonaktiebolaget LM Ericsson, better known as simply “Ericsson”, was charged by the Securities and Exchange Commission (SEC) “with engaging…
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SEC Actions & Administrative Proceedings
Most public companies realize that the Securities and Exchange Commission (the “SEC”) is a law enforcement agency. Receiving an SEC subpoena is a…
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Nanotech Engineering, Michael James Sweaney, David Sweaney, and Jeffery Gange Charged by SEC
Nanotech Engineering Inc., a solar panel company based in California, has allegedly defrauded over 100 investors, and the SEC has obtained a…
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Tim Leissner Banned for Life by SEC Due to FCPA Violations
Tim Leissner, former head of Asian Investment with Goldman Sachs, has been permanently banned from the securities industry by the Securities and…
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What Is a Secondary Registration Statement?
Going public transactions can be structured a variety of ways. Many going public transactions involve the filing of a secondary registration statement with the…
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The Role of The Going Public Attorney – Securities Lawyer 101
The role of the going public attorney is one of the most important in the going public process. The going public attorneys at Hamilton &…
Read MoreU.S. Rep Christopher Collins Pleads Guilty to Insider Trading
Christopher Collins, the first member of Congress to endorse Donald Trump for President, pleaded guilty to insider trading along with his son,…
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William Smith and Palm Beach Atlantic Financial Group Charged by SEC
On December 11, 2019, Palm Beach Atlantic Financial Group, LLC and its managing member and sole owner, William A. Smith, were charged…
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SEC: Crypto Founder Used ICO Funds for Dating and Rent
Eran Eyal was charged by the SEC this week for selling unregistered securities and improperly using the funds that he raised. Through…
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Two Class Action Lawsuits Filed Against CBD Brands
In our previous blog post, we wrote about the FDA’s recent releases detailing how they were unwilling to label CBD as a…
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FDA Warns that CBD “has the potential to harm you”
The FDA released a statement this week detailing how it has warned fifteen different companies for illegally selling products containing cannibidiol (CBD),…
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FINRA Rule 6490 – FINRA Compliance and Rule 6490 Lawyers
Though FINRA’s principal mandate is to regulate broker-dealers, historically it has always exercised some oversight of the over-the-counter markets including all tiers…
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SEC Charges Rishi Shah, Shradha Agarwal, Brad Purdy, Ashik Desai,and Outcome Health
On November 25, 2019, the Securities and Exchange Commission amended a complaint to charge four former executives of Outcome Health, a…
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Non-Traditional IPO: Direct Listing Process (DLP)
A new type of IPO has gained prevalence recently, as big tech companies such as Slack and Spotify have decided to take…
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Knightsbridge Private Partners Accused of Selling Fake Shares of Stock
Knightsbridge Private Partners, a New York firm, has been accused of making over $2 million from October 2018 to January 2019 by…
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Supreme Court Adds Securities Law Case against Charles Liu and Xin Wang to Merits Docket
The Supreme Court this week agreed to hear the case of Liu vs. Securities and Exchange Commission. The issue at hand is “Whether…
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SEC Invites Outsiders to Submit Proposals for Secondary Market
Seeking to improve the secondary market structure for “thinly traded securities”, the SEC has outsourced the creative process to anyone involved in…
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.
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/Securities Lawyer 101 Newsletter
https://ppe.securitieslawyer101.com/newsletters/Ask Securities Lawyer 101 Series
https://ppe.securitieslawyer101.com/ask-securitieslawyer101-series/Securities Law Presentations & Videos
https://ppe.securitieslawyer101.com/securities-law-video-series/