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

Our Comment to the SEC Regarding Rule 211 (15c2-11) – Sponsoring Market Makers

Blue Sky, Form 211, Regulation A, Regulation A Secondary Sales, Regulation A Tier 2, Regulation A+. Tier 1, Reporting Company, Rule 15c2-11,…

SEC Proposes Rule 15c2-11 Changes – Form 15c-211 Attorneys

The object of the new proposed changes to Rule 15c2-11 is the same as it was in 1998 and 1999: to cut…

SEC Adopts New Rule to Modernize Regulation of Exchange-Traded Funds

In addition to their new rule allowing companies to “test the water“, the SEC has announced another new rule regarding Exchange-Traded Funds…

Filing a Form S-1 Registration Statement? Going Public Lawyers

All companies going public should consider Form S-1 registration statement filing requirements when contemplating their securities offering. Form S-1 provides flexibility.

SEC: Facebook to Pay $100M for Misleading Investors

After the election of 2016, a lot was made of “fake news” and Facebook’s role in spreading it. Part of this large…

Popular Messaging App Kik Shuts Down, Blames SEC

The popular messaging app Kik raised over $100 million in 2017 in its Initial Coin Offering (ICO). Then, in June of 2019,…

South Florida Securities Lawyer,Jan Atlas Charged with Fraud

Jan Atlas, a 74-year old attorney based in Ft. Lauderdale was charged on September 17, 2019, with “one count of securities fraud,…

Investor Relations and Rule 506 (c) Offerings

Rule 506(c) of Regulation D. Rule 506(c) removes the 80-year prohibition against the general solicitation and advertising of private placements.

Director Bill Hinman Expands on SEC’s Approach to Crypto

According to Forbes, Bill Hinman partook in a fireside chat at Cardozo Law School this week, where he “covered a range of…

What is an Annual Report on Form 10-K? Securities Lawyer 101

Form 10-K requires, item by item, disclosures by referring to specific item numbers of Regulation S-K and Regulation S-X. Sarbanes-Oxley Act requires…

Smaller Reporting Companies (SRCs) – Emerging Growth Companies

adopted a system of disclosure rules for issuers who fall into the category of a smaller reporting company. The “smaller reporting…

Will Going Public Help Me Raise Capital? Going Public Attorneys

Going public is frequently used as a stepping stone by companies seeking to raise capital.

What Is Required In a Form S-1 Registration Statement?

Securities Lawyer 101 Form S-1 registration statements are the most commonly used registration statement form. It allows issuers to register various types…

SEC Adopts Rule 163B to Allow All Issuers to “Test-the-Waters”

The SEC has just adopted Securities Act Rule 163B, which will allow all issuers to “gauge market interest in a possible initial…

What is a Form 8-A Registration Statement? Securities Lawyer 101

Form 8-A is a shortened type of securities registration statement under the Securities Exchange Act that registers a class of an issuer’s…

Selling Stockholder Disclosures in Form S-1 Registration Statements

Form S-1 requires the registrant to provide specific selling stockholder disclosures. These selling stockholder disclosure requirements in Form S-1 are set forth…

The First SEC-Qualified Token Offering Raises $23M

Muneeb Ali, the founder of Blockstack PBC, released a blog post this week reporting that his company has raised $23 million in…

Shell Shocked – FBI Uses Receivership Shell In Sting

The Securities and Exchange Commission (“SEC”), the U.S. Attorney for the District of Massachusetts, and the Federal Bureau of Investigation have announced…

SEC Questions Starbucks’ Accounting Policies

Starbucks’ stock fell today after news broke that the Securities and Exchange Commission sent a letter questioning the way that Starbucks recognizes…

Form 8-A and Form 10 Registration Statements – Securities Lawyer 101

Form 10 and 8-A can be used to register both debt and equity securities. Upon effectiveness, the issuer becomes subject to SEC…

Leading Vaping Company Juul Warned About its Practices

According to CNBC, the FDA has slammed vaping company Juul for illegal marketing practices and is threatening fines and seizures against the…

Infamous Former Pharma CEO Martin Shkreli Sues Investor from Prison

Martin Shkreli, who gained infamy in 2015 for buying the drug Daraprim, an antiparasite that costs pennies to make, and raising its…

Public Company SEC Reporting Requirements – Form S-1 Disclosures

Once the SEC staff declares your company’s Securities Act registration statement on Form S-1 effective, the public company becomes subject to the…

When Private Placements Go Public – Rule 506-c Attorneys

Rule 506 of Regulation D of the Securities Act of 1933 provides a private placement exemption from federal securities registration which is increasingly…

Accredited Investor Status Under Rule 506(c) l Securities Lawyer 101

Rule 506(c) is the most commonly used exemption of the Regulation D of the Securities Act. Rule 506(c) allows the issuer to…

SEC Charges ICO Rating with Failing to Disclose it was Paid to Tout Digital Assets

The Russian entity ICO Rating is an online presence that shares information about ICOs (initial coin offerings), which have grown alongside the…

What is a Private Placement Memorandum? Rule 506 Attorneys

A private placement memorandum (“PPM”) is also referred to as a confidential offering circular or memorandum. PPM’s are used by private companies …

Smooth Sailing For General Solicitation Under Rule 506(c) – Going Public Lawyers

Rule 506(c) fundamentally changes how private placements will be conducted, by allowing issuers to engage in general solicitation and advertising if they…

What is an Exempt Direct Public Offering? Rule 506(c) Offering Attorneys

An exempt Direct Public Offering can involve a private placement under Rules 506(c) or 504 of Regulation D. The most commonly used…

Securities Offering Exemptions – SEC Concept Release

SEC Concept Release on Harmonization of Securities Offering Exemptions In the wake of the stock market crash of 1929, the public had…

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/