SEC Charges Investment Adviser with Long-Running Securities Fraud
On March 22, 2019, the SEC charged registered investment adviser Direct Lending Investments, LLC with a multi-year fraud that resulted in approximately…
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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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SEC Charges Reverse Merger Shell Brokers, Tiber Creek and James Cassidy
On March 26, 2019, the Securities and Exchange Commission (SEC) announced settled actions against Reverse Merger Shell Brokers, James K. McKillop, attorney…
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SEC Settles with James K. McKillop, Unregistered Public Shell Company Broker
On March 26, 2019 the SEC filed settled charges against recidivist James K. McKillop for acting as an unregistered broker and for…
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SEC Speaks Reverse Mergers – Going Public
On March 8, 2019, Securities and Exchange Commission (SEC) Chairman Jay Clayton and Brett Redfearn, Director of the agency’s Division of Trading…
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Former COO Fraudulently Caused Advisory Firm to Overbill Clients
The SEC filed on March 28, 2019 charges against the former Chief Operating Officer (COO), Richard Diver of a Commission-registered investment adviser…
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SEC Halts Ponzi Scheme Targeting Vietnamese Investors
The SEC announced fraud charges and an asset freeze on March 18, 2019, against the operators of a $25 million Ponzi scheme falsely promising…
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What is a NYSE Control Company Anyway? NYSE Attorneys
Public Companies that qualify as a "Controlled Company" with securities listed on the Nasdaq Stock Market (NASDAQ) or the New York Stock Exchange (NYSE), must comply…
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Initial Public Offerings l IPO Going Public Attorneys
An Initial Public Offering (“IPO”) is often used by a private issuer seeking to go public as part of its going public…
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SEC Obtains Final Judgments Against Investment Adviser, Goldsky Asset Management
On January 2, 2019, a federal district court entered final consent judgments against an Australia-based investment adviser, Goldsky Asset Management, LLC, and…
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The Bad Actor Rule of Rule 506(d) – Securities Lawyer 101
Rule 506(c) is not available to certain bad actors. The bad actor rule prohibits an issuer from relying on the exemption if…
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SEC Charges Texas Radio Host for Ponzi Scheme Targeting Elderly Investors
The SEC announced on March 12, 2019 that it has charged Texas resident William Neil “Doc” Gallagher-the self-styled “Money Doctor” featured on…
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Do State Blue Sky Laws Apply To Rule 506(c) Offerings? Going Public Lawyers
Securities Lawyer 101 Blog Issuers are often unaware of the state laws that apply to their private placements prior to completion of…
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SEC Settles with Joseph Frank Vacante, Biotech Insider Trader
The SEC charged on February 21, 2019, Joseph Frank Vacante, a former employee of a biotech company with insider trading on confidential…
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SEC Obtains Final Judgment Against Joseph Frank Vacante, Former Broker for Defrauding Customers
On March 1, 2019, a federal district court entered a final consent judgment against broker, William Gennity who was charged with defrauding…
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SEC Announces Settlement Against Former Investment Adviser, James Polese
On February 22,2019 the SEC announced the entry of a final judgment against James Polese, a former investment adviser at a large…
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SEC Obtains Final Judgments Against Mathias Francisco Sandoval and Maria Cidre, Former General Cable Corp, CEO and Former CFO of General Cable Corp.
On February 20, 2019, the U.S. District Court for the Southern District of Florida entered final judgments on consent against Mathias Francisco…
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Restricted Legends, Removal Requirements, Rule 144 for Shells – Tradability Legal Opinions
The Securities Act of 1933, as amended (the “Securities Act”) does not require that issuers place restricted legend (“Restricted Legends” or “Restrictive…
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Rule 163B and Testing the Waters
On February 19, 2019, the SEC posted a new proposed rule intended to make it possible for all issuers to “test the…
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SEC Files Charges against Joshua Sason in Elaborate Microcap Stock Fraud
On February 15, 2019 the SEC announced charges against four individuals and related businesses for their roles in two microcap frauds and…
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SEC Charges Cognizant and Two Former Executives With FCPA Violations
On February 15, 2019, Cognizant Technology Solutions Corporation has agreed to pay $25 million to settle charges that it violated the Foreign…
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Can Finders Raise Money Q & A – Going Public Lawyers
Finders may become involved in various securities transactions including matters other than raising capital, including reverse mergers and Direct Public Offerings. A…
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SEC Charges Former Executives of Lucent Polymers, a Plastics Manufacturer with Fraud
On February 12, 2019, the SEC charged two former high-ranking executives, of an Indiana-based plastics manufacturer with concealing from potential buyers of…
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Court Imposes Lifetime Officer-And-Director Bars On Michael J. Kipp, Swisher’s former CFO, and Joanne K. Viard
A federal district court has permanently barred two former corporate officers of a North Carolina-based hygiene and sanitation company from serving as…
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SEC Obtains Final Judgment Against Niket Shah in Ponzi Scheme Targeting Retail Investors
The SEC obtained a final judgment on February 8, 2018, against Niket Shah, a New Jersey resident who was charged last year…
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The Cato Institute Files Action Challenging SEC Gag Orders
On January 9, the Cato Institute filed suit against the Securities & Exchange Commission (the “SEC”), its chairman Jay Clayton, and its secretary Brent…
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SEC Charges Robert Alexander, Founder of Online Gaming Company for Defrauding Investors
On February 7,2019, the SEC charged Robert Alexander with fraudulently raising approximately $9 million from more than 50 individuals by selling investments…
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Direct Public Offering Attorneys – Securities Lawyer 101
To ensure the proper structure, a Direct Public Offering Attorney should be engaged in the initial stages of the going public process…
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Rule 506(c) Accredited Crowdfunding – Rule 506(c) Offering Attorneys
Rule 506(c) under the JOBS Act fundamentally changes the way unregistered offerings may be conducted. While the rule imposes stringent requirements, these requirements…
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OTCQX Markets Dual Listing- OTCQX Eligibility, Listing, Quotation
The OTC Markets OTCQX offers foreign issuers seeking to go public in the U.S. an appealing alternative to listing on a stock…
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Form F-1 Foreign Private Issuers and Going Public
A foreign private issuer going public can register an offering of securities under the Securities Act of 1933 (Securities Act) or may…
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
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https://www.sec.gov/Securities Lawyer 101 Newsletter
https://ppe.securitieslawyer101.com/newsletters/Ask Securities Lawyer 101 Series
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