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 the issuer or certain other persons are subject to certain “Disqualifying Events”.
Category: Blog Posts Tags: Accredited Crowdfunding, Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Bad Actor, Covered Person, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Direct Listing, Direct Listing Lawyer, Disqualifying event, Equity, Equity Offering, Exempt Offering, Form C, Form D, offering circular, PPM, Private Placement, Private Placement Memorandum, Regulation CF, Regulation CF Attorney, Regulation CF Attorneys, Regulation CF Capital Raise, Regulation CF Crowdfunding, Regulation CF Funding, Regulation CF Law Firm, Regulation CF Lawyer, Regulation CF Lawyers, Regulation CF offering, Regulation CF Requirements, Regulation Crowdfunding, Regulation Crowdfunding Attorney, Regulation Crowdfunding attorneys, Regulation Crowdfunding Lawyers, Regulation Crowdfunding Offering, Regulation Crowdfunding Reporting, Regulation Crowdfunding Requirements, Regulation Crowdfunding SEC Reporting, Regulation Crowdfunding Securities Offering, Regulation D, Rule 504, Rule 504 Attorney, Rule 504 lawyer, Rule 506, Rule 506 (b), Rule 506-c, Rule 506(b), Rule 506(b) attorney, Rule 506(b) lawyer, Rule 506(c), Rule 506(c) lawyer, Rule 506(d), SEC Registration, Section 4(a)(6) Crowdfunding, Section 4(a)(6) Offering, SECTION 4(A)6, Securities Act, Securities Exemption, Securities Offering
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 three Dallas-area radio stations-in an emergency action to shut down a $19.6 million Ponzi scheme targeting… Read More
Category: Blog Posts Tags: insider trading, Money Doctor, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer, William Neil "Doc" Gallagher
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 their going public transactions. Federal securities laws require that the purchase or sale of a security… Read More
Category: Blog Posts Tags: Accredited Crowdfunding, Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Blue Sky, Blue Sky Laws, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Form C, Private Placement, Regulation CF, Regulation CF Attorney, Regulation CF Attorneys, Regulation CF Capital Raise, Regulation CF Crowdfunding, Regulation CF Requirements, Regulation Crowdfunding, Regulation Crowdfunding Attorney, Regulation Crowdfunding attorneys, Regulation Crowdfunding Lawyers, Regulation Crowdfunding Offering, Regulation Crowdfunding Reporting, Regulation Crowdfunding Requirements, Regulation Crowdfunding SEC Reporting, Regulation Crowdfunding Securities Offering, Regulation D, Rule 506, Rule 506 (b), Rule 506-c, Rule 506(b), Rule 506(c), SECTION 4(A)6
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 information regarding the company’s withdrawal of certain products from consideration by the U.S. FDA. Joseph Frank… Read More
Category: Blog Posts Tags: insider trading, Joseph Frank Vacante, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
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 customers by making unsuitable and unauthorized trades and churning customers’ accounts that enriched the broker at… Read More
Category: Blog Posts Tags: insider trading, Joseph Frank Vacante, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
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 financial institution who was charged with misappropriating client funds. On January 31, 2018, the Commission filed… Read More
Category: Blog Posts Tags: insider trading, James Polese, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
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 Sandoval Herrera and Maria D. Cidre, the former Chief Executive Officer and former Chief Financial Officer,… Read More
Category: Blog Posts Tags: General Cable Corp, insider trading, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
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 Legend“) on certificates representing restricted securities. It has become routine for public companies and private companies seeking… Read More
Category: Blog Posts Tags: Affiliate, control person, Legal Opinion, Legend Removal, Legend Removal Opinion, restricted securities, restricted stock, Reverse Merger, Rule 144, Rule 144 Legal Opinion, Rule 144 legal Opinions, Rule 144 Legend, Rule 144 Legend Opinion, Rule 144 Legend Removal, Rule 144 Opinion, Shell Company, Tradability Opinion, Transfer Agent Opinion, Volume Limitations
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 waters” when contemplating a public offering of securities. Until now, only issuers considered emerging growth companies… Read More
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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 unlawful securities offerings. In sum, the alleged illegal transactions resulted in proceeds of more than $25… Read More
Category: Blog Posts Tags: Joshua Sason, Magna Group, Microcap Stock, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
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 Corrupt Practices Act, and two of the company’s former executives were charged for their roles in… Read More
Category: Blog Posts Tags: Cognizant, FCPA, insider trading, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
Can Finders Raise Money Q & A – Going Public Lawyers
Posted By Brenda Hamilton, Securities Lawyer It is not unusual for a private or public company to be approached by a person (“Finder”) who offers to locate investors in exchange for a success fee. Most finders are not registered as… Read More
Category: Blog Posts Tags: Broker, broker-dealer, Convertible Note, Dodd Frank Bounty, dodd-frank, doj, Exchange Act Section 15(a), Finder, Finder's Compensation, Finder's Fee, Going Public, Kickback, Penny Stock, SEC, SEC Action, SEC Administrative Proceeding, SEC Attorney, SEC Award, SEC Bounty, SEC Charge, SEC Charges, SEC Claim, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC Defense Lawyer, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Section 15(a), SEC Subpoena, SEC Suit, SEC Trading Suspension, SEC Whistleblower, SEC whistleblower Award, SEC whistleblower bounty, Section 15(a) registration, Securities and Exchange Commission, Securities Attorney, Securities Fraud, Securities Law Defense, Securities Lawyer, stock scheme, Toxic Convertible Note, Toxic Lender, Toxic Note, Unregistered Broker, Unregistered broker-dealer, Unregistered Dealer, Unregistered SEC Broker, Unregistered SEC Dealer, Unregistered Securities Broker
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 the manufacturer the fact that the company’s core business model was a sham. According to the… Read More
Category: Blog Posts Tags: insider trading, Lucent Polymers, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
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 officers or directors of public companies. The SEC charged the two officers of Swisher Hygiene, Inc., Michael… Read More
Category: Blog Posts Tags: County, dodd-frank, FINRA Halt, fraud, Investor Loss, Investor Victims, Joanne Viard, lifetime bar, Michael Kipp, nasdaq, nyse, Officer Director Bar, OTC Markets, Penny Stock Bar, ponzi scheme, Scalping, scam, SEC, SEC Action, SEC Actions, SEC Administrative Proceeding, SEC anti-fraud, SEC Attorney, sec bar, SEC Bounty, SEC Charges, SEC Claim, SEC Complaint, SEC Defendant, SEC Defense, SEC Defense Attorney, SEC Defense Lawyer, SEC Division of Enforcement, SEC enforcement, SEC Fraud, SEC Injunction, SEC Law Firm, SEC Lawsuit, SEC Lawyer, SEC Litigation, SEC Penny Stock Bar, SEC Section 17(b), SEC Subpoena, SEC Suit, SEC Trading Suspension, Section 17(b), Section 5 violation, Securities Act, Securities and Exchange Commission, Securities Attorney, Securities Fraud, Securities Indictment, Securities Law Defense, SPAC, stock manipulation, stock scheme, Wells Notice
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 by the agency with stealing more than $250,000 in a Ponzi scheme in which his friends… Read More
Category: Blog Posts Tags: Niket Shah, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
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 J. Fields. For decades, questions have been raised, and criticisms offered, of the SEC’s longstanding practice of… Read More
Category: Blog Posts Tags: Cato Institute, SEC Gag Orders
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 in Kizzang LLC, a purported online gaming business. According to the SEC’s complaint, among other misrepresentations,… Read More
Category: Blog Posts Tags: Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, Robert Alexander, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
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 register a class of equity securities under the Securities Exchange Act of 1934 (Exchange Act), or… Read More
Category: Blog Posts Tags: Class of Securities, Direct Listing, Direct Listing Requirements, Direct Public Listing, Direct Public Offering, DPO, DTC chill, DTC Eligibility, DTC Global Lock, DTC Lock, Exchange Act, Foreign Company, Foreign Issuer, Foreign Listing, Foreign Private Issuer, Form 10, Form 10 Attorney, Form 10 Attorneys, Form 10 Disclosures, Form 10 Effective, Form 10 Going Public, Form 10 Lawyer, Form 10 Lawyers, Form 10 Registration, Form 10 Registration Statement, Form 10 Shell, Form 10 Shell Company, Form 10-K, Form 10-Q, Form 10-Q Periodic Report, Form 8-A, Form 8-A registration statement, Form 8-K, Form F-1, Form F-1 Attorney, Form F-1 Attorneys, Form F-1 Capital, Form F-1 Capital Raise, Form F-1 Law Firm, Form F-1 Law Firms, Form F-1 Lawyer, Form F-1 lawyers, Form F-1 Offering, Form F-1 Prospectus, Form F-1 Quiet Period, Form F-1 Registered Offering, Form F-1 Registered Offerings, Form F-1 Registration Statement, Form F-1 Registration Statements, Form F-1 Resale, Form F-1 Resales, Form F-1 Selling Shareholder, Form F-1 Selling Shareholder Requirements, Form F-1 Selling Stockholder, Form F-1 Selling Stockholder Requirements, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 filing requirements, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Quiet Period, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Direct, Go Public Lawyer, Going Public, Going Public Attorney, Going Public Attorneys, Going Public Law Firm, Going Public Lawyer, Going Public Lawyers, Listing, nasdaq, nyse, Periodic Reporting, Prospectus, Prospectus Requirements, Public Company, Public Company Reporting Requirements, Register Securities, Registration Statement, Regulation S-K, S-1 Going Public, SEC Periodic Reporting, SEC Quiet Period, SEC Registration, SEC Registration Statement, SEC Reporting, SEC Reporting Obligations, SEC Reporting Requirements, Section 12(b), Section 12(g), Section 16, Securities Act, Securities Attorney, Securities Exchange Act, Securities Exchange Act of 1934, Securities Lawyer
When is a Form S-1 Confidential? Going Public Securities Lawyers
Form S-1 is a common part of the going public process. In some circumstances Form S-1 filings can remain confidential prior to effectiveness.
Category: Blog Posts Tags: Confidential Registration, Confidential Registration Statement, Confidential Submission, Emerging Growth Company, Form 10, Form 10 Registration, Form 10 Registration Statement, Form F-1, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 filing requirements, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form s-1 registration statement filing, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Direct, Go Public Lawyer, Going Public, Going Public Attorneys, Going Public Direct, Going Public Lawyer, Going Public Lawyers, going public transactions, Prospectus, Prospectus Requirements, Regulation S-K, S-1 Going Public, SEC Registration Statement, SEC Reporting Requirements, securities offerings
Scottsdale and John Hurry Push Back to Stop FINRA Investigation
On December 17, 2018, John Hurry broker dealer, Scottsdale Capital Advisers Corporation sued the Financial Industry Regulatory Authority (“FINRA”), for breach of contract in the U.S. District Court for the District of Columbia. Scottsdale and its sister company,… Read More
Category: Blog Posts Tags: Alpine, Alpine Securities, FINRA, FINRA enforcement, John Hurry, Justine Hurry, Scottsdale
Form F-1 Registration Statement Requirements, Filling, Effectiveness, Going Public
Typically, foreign companies seeking to raise capital attempt to obtain public company status. Foreign companies that go public in the U.S. can register shares with the Securities and Exchange Commission (“SEC”) pursuant to the Securities Act of 1933, as amended (the… Read More
Category: Blog Posts Tags: Class of Securities, Direct Listing, Direct Listing Requirements, Direct Public Listing, Direct Public Offering, DPO, Exchange Act, Foreign Company, Foreign Issuer, Foreign Private Issuer, Form 10, Form 10 Attorney, Form 10 Attorneys, Form 10 Disclosures, Form 10 Effective, Form 10 Going Public, Form 10 Lawyer, Form 10 Lawyers, Form 10 Registration, Form 10 Registration Statement, Form 10 Shell, Form 10 Shell Company, Form 10-K, Form 10-Q, Form 10-Q Periodic Report, Form 8-A, Form 8-A registration statement, Form 8-K, Form F-1, Form F-1 Attorney, Form F-1 Attorneys, Form F-1 Capital, Form F-1 Capital Raise, Form F-1 Law Firm, Form F-1 Law Firms, Form F-1 Lawyer, Form F-1 lawyers, Form F-1 Offering, Form F-1 Prospectus, Form F-1 Quiet Period, Form F-1 Registered Offering, Form F-1 Registered Offerings, Form F-1 Registration Statement, Form F-1 Registration Statements, Form F-1 Resale, Form F-1 Resales, Form F-1 Selling Shareholder, Form F-1 Selling Shareholder Requirements, Form F-1 Selling Stockholder, Form F-1 Selling Stockholder Requirements, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital Raise, Form S-1 filing requirements, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Quiet Period, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Direct, Go Public Lawyer, Going Public, Going Public Attorney, Going Public Attorneys, Going Public Law Firm, Going Public Lawyer, Going Public Lawyers, Listing, nasdaq, nyse, Periodic Reporting, Prospectus, Prospectus Requirements, Public Company, Public Company Reporting Requirements, Register Securities, Registration Statement, Regulation S-K, S-1 Going Public, SEC Periodic Reporting, SEC Quiet Period, SEC Registration, SEC Registration Statement, SEC Reporting, SEC Reporting Obligations, SEC Reporting Requirements, Section 12(b), Section 12(g), Section 16, Securities Act, Securities Attorney, Securities Exchange Act, Securities Exchange Act of 1934, Securities Lawyer
What is a SEC Registration Statement? Going Public Lawyer
The Securities Act of 1933 (the “Securities Act”) is referred to as the “truth in securities” act. The Securities Act has two stated goals. These are to require that issuers provide investors with financial and other significant information concerning… Read More
Category: Blog Posts Tags: Class of Securities, Direct Listing, Direct Listing Requirements, Direct Public Listing, Direct Public Offering, DPO, DTC chill, DTC Eligibility, DTC Global Lock, DTC Lock, Exchange Act, Foreign Company, Foreign Issuer, Foreign Private Issuer, Form 10, Form 10 Attorney, Form 10 Attorneys, Form 10 Disclosures, Form 10 Effective, Form 10 Going Public, Form 10 Lawyer, Form 10 Lawyers, Form 10 Registration, Form 10 Registration Statement, Form 10 Shell, Form 10 Shell Company, Form 10-K, Form 10-Q, Form 10-Q Periodic Report, Form 8-A, Form 8-A registration statement, Form 8-K, Form F-1, Form F-1 Attorney, Form F-1 Attorneys, Form F-1 Capital, Form F-1 Capital Raise, Form F-1 Law Firm, Form F-1 Law Firms, Form F-1 Lawyer, Form F-1 lawyers, Form F-1 Offering, Form F-1 Prospectus, Form F-1 Quiet Period, Form F-1 Registered Offering, Form F-1 Registered Offerings, Form F-1 Registration Statement, Form F-1 Registration Statements, Form F-1 Resale, Form F-1 Resales, Form F-1 Selling Shareholder, Form F-1 Selling Shareholder Requirements, Form F-1 Selling Stockholder, Form F-1 Selling Stockholder Requirements, Form S--1 filing, Form S-1, Form S-1 Attorney, Form S-1 Attorneys, Form S-1 Capital, Form S-1 Capital Raise, Form S-1 filing requirements, Form S-1 Law Firm, Form S-1 Law Firms, Form S-1 Lawyer, Form S-1 lawyers, Form S-1 Listing, Form S-1 Offering, Form S-1 Prospectus, Form S-1 Quiet Period, Form S-1 Registered Offering, Form S-1 Registered Offerings, Form S-1 Registration Statements, Form S-1 Resale, Form S-1 Resales, Form S-1 Selling Shareholder, Form S-1 Selling Shareholder Requirements, Form S-1 Selling Stockholder, Form S-1 Selling Stockholder Requirements, Form S-1. Registration Statement, Go Public, Go Public Attorney, Go Public Direct, Go Public Lawyer, Going Public, Going Public Attorney, Going Public Attorneys, Going Public Law Firm, Going Public Lawyer, Going Public Lawyers, Going Public Listing, Listing, nasdaq, nyse, Periodic Reporting, Prospectus, Prospectus Requirements, Public Company, Public Company Reporting Requirements, Register Securities, Registration Statement, Regulation S-K, S-1 Going Public, SEC Filing, SEC Periodic Reporting, SEC Quiet Period, SEC Registration, SEC Registration Statement, SEC Reporting, SEC Reporting Obligations, SEC Reporting Requirements, Section 12(b), Section 12(g), Section 16, Securities Act, Securities Attorney, Securities Exchange Act, Securities Exchange Act of 1934, Securities Lawyer
Due Diligence in Accredited Crowdfunding Offerings – Securities Lawyer 101
Even though Accredited Crowdfunding Offerings are exempt under Rule 506(c) and no specific disclosure requirements apply, under most circumstances, the anti-fraud provisions mandate disclosure of certain information to investors
Category: Blog Posts Tags: Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Form C, Private Placement, Regulation CF, Regulation CF Attorney, Regulation CF Attorneys, Regulation CF Capital Raise, Regulation CF Crowdfunding, Regulation CF Funding, Regulation CF Law Firm, Regulation CF Lawyer, Regulation CF Lawyers, Regulation CF offering, Regulation CF Requirements, Regulation Crowdfunding, Regulation Crowdfunding Attorney, Regulation Crowdfunding attorneys, Regulation Crowdfunding Lawyers, Regulation Crowdfunding Offering, Regulation Crowdfunding Reporting, Regulation Crowdfunding Requirements, Regulation Crowdfunding SEC Reporting, Regulation D, Rule 506, Rule 506 (b), Rule 506-c, Rule 506(c), Securities Offering
SEC Files Subpoena in Possible Market Manipulation Scheme
The SEC filed a subpoena enforcement action against three penny-stock companies and their CEO – Cherubim Interests, Inc., PDX Partners, Inc., Victura Construction Group, Inc., and Patrick Jevon Johnson – seeking an order directing them to comply with… Read More
Category: Blog Posts Tags: insider trading, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
SEC Charges Taiwan-Based Insurance, China United with Fraudulent Market Manipulation Scheme
A Taiwan-based insurance company, China United Insurance Service, Inc. and one of its former managers have agreed to settle fraud charges brought by the SEC relating to a scheme to manipulate the company’s trading volume. The complaint alleges that,… Read More
Category: Blog Posts Tags: insider trading, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
SEC Obtains Judgment Against Former CEO John Place
On November 9, 2018, the SEC obtained a judgment against John Place, a former CEO of a brokerage consulting business who was charged by the SEC in August for his role in a multimillion dollar transition management fraud…. Read More
Category: Blog Posts Tags: insider trading, John Place, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
SEC Obtains Asset Freeze Against Former Thomas Laws CEO Charged with Misappropriating Investor Funds
The SEC announced on December 14, 2018 charges against Thomas Laws, the former CEO of Santa Fe Gold Corporation, for the misappropriation of investor funds. The SEC also obtained an asset freeze against Thomas Laws. The SEC’s complaint, unsealed… Read More
Category: Blog Posts Tags: insider trading, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Thomas Laws, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
SEC Sues Orange County Investment Adviser, Craig Arsenault for Defrauding Clients
On December 14, 2018 the SEC charged Craig Arsenault, a California investment adviser with misappropriating client funds and misleading his clients about how their money was invested and how their investments were performing. The SEC is seeking an… Read More
Category: Blog Posts Tags: Craig Arsenault, Fraudulent Scheme, insider trading, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
SEC Obtains Final Judgment Against Gregory Webb, a Chicago Tech Executive
The SEC has obtained a final judgment against Gregory Webb, the former Chairman and CEO of a company purportedly in the homeland security business. In October 2011, the SEC charged Gregory E. Webb, the Chairman and CEO of InfrAegis,… Read More
Category: Blog Posts Tags: Gregory Webb, insider trading, Officer Director Bar, OTC Markets, Penny Stock, ponzi scheme, Pump and Dump. SEC Trading Suspension, SEC Action, sec bar, SEC Complaint, SEC enforcement, SEC enforcement action, SEC Investigation, SEC Subpoena, SEC Suit, Securities and Exchange Commission, Securities Fraud, Toxic Lender, Trading Suspension Insider Trading, Unregistered Dealer
Rule 506 Offerings FAQ By: Brenda Hamilton Attorney
Securities Lawyer 101 Blog Rule 506 Offerings are the most common of the Regulation D exemptions from registration under the Securities Act of 1933, as amended (the “Securities Act”). It has been approximately a year since the Securities… Read More
Category: Blog Posts Tags: Accredited Investor, Accredited Investor Verification, Accredited Investor Verification Provider, Crowdfund, Crowdfunding, Crowdfunding Capital Raise, Crowdfunding Financing, Crowdfunding Lawyer, Form C, Private Placement, Regulation CF, Regulation CF Attorney, Regulation CF Attorneys, Regulation CF Capital Raise, Regulation CF Crowdfunding, Regulation CF Funding, Regulation CF Law Firm, Regulation CF Lawyer, Regulation CF Lawyers, Regulation CF offering, Regulation CF Requirements, Regulation Crowdfunding, Regulation Crowdfunding Attorney, Regulation Crowdfunding attorneys, Regulation Crowdfunding Lawyers, Regulation Crowdfunding Offering, Regulation Crowdfunding Reporting, Regulation Crowdfunding Requirements, Regulation Crowdfunding SEC Reporting, Regulation Crowdfunding Securities Offering, Regulation D, Rule 506, Rule 506 (b), Rule 506-c, Rule 506(c), SECTION 4(A)6
