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

Accredited Crowdfunding With Rule 506(c) – Going Public Attorneys

Private placement offerings under Rule 506(c) of Regulation D of the Securities Act of 1933, as amended (“Securities Act”) are a cost-effective…

Blue Sky Laws and Secondary Trading and Resales in Regulation A Offerings

There are two offering tiers, Tier 1 and Tier 2 in Regulation A+ and each is treated differently under both SEC and…

SEC Charges Recidivist Keith Springer with Defrauding Retirees

On December 19, 2019, the Securities and Exchange Commission (SEC) charged Sacramento, California-based investment adviser firm Springer Investment Management, Inc. dba Springer…

Is Regulation A the Same as Regulation A+ ? Securities and Crowdfunding Lawyers

1. Overview of the Regulation A+ Exemption On March 25, 2015, the Securities and Exchange Commission (the “SEC”) created Regulation A+ by…

SEC Files Charges in Ponzi Scheme Targeting Hispanic Community

Edward Espinal, a 44-year-old from Wayne, New Jersey, and his company, Cash Flow Partners LLC, were charged by the Securities and Exchange…

Is Form 10 Registration Different than Form S-1?

Form S-1 registration statements provide issuers with flexibility in going public transactions. A registration statement on Form S-1 can be used to…

Raising Money For Your Business – Private Placement Memorandums

A Private Placement Memorandum is sometimes referred to as a confidential offering circular or an offering memorandum. A Private Placement Memorandum can be…

The Securities Act of 1933 – Liability Provisions

The Securities Act of 1933, as amended (the “Securities Act”) is often referred to as the “truth in securities” law. The Securities…

Going Public With Rule 506(b) – The Friends and Family Round

Seed Capital and the Friends and Family Round Many small companies seeking to raise funds for their business raise initial seed capital…

SEC Awards Whistleblowers For Reporting Securities Fraud

On January 22, 2020, the Securities and Exchange Commission (“SEC”) announced two whistleblower awards in connection with two separate SEC enforcement actions.…

MetLife Settles SEC Charges with $10 Million Payment

Due to longstanding internal control failures, MetLife has agreed to pay $10 million to settle the charge that was brought forward by…

SEC Charges Broker-Dealers With Illicitly Profiting in Partial Tender Offer

Bluefin Trading LLC and Critical Trading LLC were charged by the Securities and Exchange Commission (SEC) on December 18, 2019, for violating…

Form S-3 Registration Statement Eligibility and Requirements

Form S-3 is a short-form registration statement that consists primarily of information about the specific transaction. Form S-3 provides an opportunity not…

Blockchain of Things Inc. (BCOT) Charged by SEC for Unregistered ICO

Blockchain technology company Blockchain of Things Inc. (BCOT) settled charges brought against them by the Securities and Exchange Commission (SEC) on December…

SEC Proposes to Update Accredited Investor Definition to Increase Access

On December 18, 2019, the Securities and Exchange Commission made an announcement that could be a very big deal for many companies…

Confidential Submission of Draft SEC Registration Statements

Confidential registration statements are often filed on Form S-1 as part of a going public transaction.

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)…

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…

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…

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…

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…

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…

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…

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…

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…

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…

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…

Senator 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…

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…

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…

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/