Is My Toxic Lender and Dilution Funder a Dealer? – SEC Toxic Financing Actions
Dilution Funders have been charged by the SEC as unregistered dealers in violation of the Securities Exchange Act. Justin Keener and his…
Read MoreSEC Freezes Assets Against Daniel Putnam, Jean Paul Rico, and Angel Rodriguez
On June 5, 2020, the SEC announced an asset freeze against Daniel F. Putnam, of Utah, Jean Paul Ramirez Rico, of Colombia,…
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Regulation CF Crowdfunding and SEC Reporting After the Offering
After an issuer completes a Regulation CF crowdfunding offering, it must comply with certain ongoing reporting obligations. Unlike public company SEC reporting…
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Rule 504 Offerings – Regulation D Attorneys
Securities offerings under Rule 504 of Regulation D of the Securities Act may prove useful to founders of startup and small companies.
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SEC Provides Form S-3 Coronavirus Relief – Securities Lawyer 101
The SEC has provided relief to Form S-3 issuers because of coronavirus. Form S-3 is a short-form registration statement that consists primarily…
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Public Company SEC Reporting Requirements -SEC Requirements to Go Public
Public Company SEC Reporting Requirements - SEC Requirements to Go Public, Going Public Attorneys. Companies filing registration statements with the SEC become…
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What is a SEC Trading Suspension? Securities Lawyer 101
SEC trading suspensions often leave investors in the dark. While SEC trading suspensions may be intended to prevent investor losses, the opposite…
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Expedited Regulation Crowdfunding Offering Rules For Coronavirus Impacted Issuers
The SEC’s Regulation Crowdfunding temporary rules are intended to expedite the crowdfunding offering process for smaller, previously established companies directly or indirectly…
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Section 4(a)(7) Resale Exemption – FAST ACT
Section 4(a)(7) provides an exemption for private resales from the SEC’s (“SEC”) registration statement requirements if certain conditions are met. One of…
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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…
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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..
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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…
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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…
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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.…
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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…
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Investor Relations, Stock Promotion, and Finfluencers: Securities Law Compliance Risks
Investor relations or stock promotion involves the dissemination of information about a public company and is heavily regulated by the SEC. A…
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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…
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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…
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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...
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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…
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