SEC Suspends 14 Companies To Prevent Corporate Hijackings

Securities Lawyer 101 Blog On October 31, 2013, the Securities and Exchange  Commission suspended trading in 14 zombie companies’ shares, due to their failure to file required SEC filings and reports.   The SEC filed two Orders of Trading Suspensions, with each… Read More

What Disclosures Are Required in Form 10-K ? SEC Reporting Requirements

Securities Lawyer 101 Blog Form 10-K is a comprehensive annual report filed by SEC reporting companies that details information about the issuer and its operations. Form 10-K is required pursuant to Section 13 or 15(d) of the Securities… Read More

Securities Lawyers Gone Wild l Brynee K. Baylor

Securities Lawyer 101 Blog On October 30, 2013, the United States District Court for the District of Columbia granted the SEC‘s motion for summary judgment against all defendants in a civil action arising from a prime bank investment scheme… Read More

SEC Awards Whistleblower Bounty

Securities Lawyer 101 Blog On October 31, 2013, the Securities and Exchange Commission (the “SEC”)  announced an award of more than $150,000 to a whistleblower whose tips helped the agency stop a scheme that was defrauding investors. The award… Read More

SEC Issues Trading Suspension of PVEN’s Common Shares

Securities Lawyer 101 Blog On October 30, 2013, the SEC announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the “Exchange Act”), of trading in the securities of Press Ventures, Inc. (“PVEN”), of… Read More

FINRA Issues Crowdfunding Portal Proposals l Securities Lawyer 101

Securities Lawyer 101 Blog On October 25, 2013, FINRA announced the release a set of proposed crowdfunding portal rules and forms for equity crowdfunding. Crowdfunding portals that engage in crowdfunding on behalf of issuers relying on the JOBS… Read More

Due Diligence in the Going Public Process l Going Public Attorneys

Securities Lawyer 101 Blog Private companies in going public transactions seeking to have their securities quoted on the OTC Markets OTCQB must first become reporting with the Securities and Exchange Commission (the “SEC”).  This is typically accomplished by… Read More

What Is the Registration Statement Quiet Period ?

Securities Lawyer 101 Blog Companies going public by filing a registration statement on Form S-1 under the Securities Act of 1933, as amended (the “Securities Act”) are often unaware of the securities laws that apply to the “quiet… Read More

Going Public For Foreign Private Issuers

Securities Lawyer 101 Blog The securities laws provide numerous benefits to issuers who qualify as foreign private issuers. Among those benefits are reduced disclosure obligations and relaxed financial statement requirements. Qualification as a foreign private issuer is not determined… Read More

SEC Issues Proposals On Crowdfunding

Securities Lawyer 101 Blog On October 23, 2013, the Securities and Exchange Commission (“SEC”) voted unanimously to propose rules under the JOBS Act to permit companies to offer and sell securities through crowdfunding. Crowdfunding has been used outside of… Read More

Man Arrested In Leonard McCoy Themed Medical Device Scheme

Securities Lawyer 101 Blog On October 22, 2013, Howard Leventhal was arrested by the FBI for defrauding a Florida company of $800,000 and attempting to defraud an undercover law enforcement agent of more than $2.5 million. He will… Read More

SEC Issues Trading Suspenion of Crown Alliance

Securities Lawyer 101 Blog On October 22, 2013, the Securities and Exchange Commission (“Commission”) announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the “Exchange Act”), of trading in the securities of… Read More

SEC Issues Trading Suspension of ARX Gold

Securities Lawyer 101 Blog On October 22, 2013, the SEC announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the “Exchange Act”), of trading in the securities of ARX Gold Corp. (“ARX… Read More

SEC Takes Action Against Potential Short Sellers For Manipulation

Securities Lawyer 101 Blog On September 16, 2013, the Securities and Exchange Commission (the “SEC”) brought enforcement actions against more than 20 broker dealers and other financial firms alleging violations of Rule 105 of Regulation M of the… Read More

SEC Chairman Mary Jo White Addresses SEC Disclosure Requirements

Securities Lawyer 101 Blog On October 15, 2013, Mary Jo White, new chairman of the Securities and Exchange Commission (“SEC”), delivered a speech before the National Association of Corporate Directors.  She chose to discuss possible changes in SEC… Read More

SEC Charges China Based Chicken Provider

Securities Lawyer 101 Blog On October 18, 2013, the Securities and Exchange Commission (the “SEC”) charged Yuhe International, Inc. (“Yuhe”), a China-based provider of broiler chickens, and its Chief Executive Officer, Gao Zhentao (“Gao”), with fraud and other… Read More

NASAA Releases 2013 Top Ten Financial Frauds List

Securities Lawyer 101 Blog The North American Securities Administrators Association (“NASAA”) recently released a list of the the 2013 Top Ten financial frauds that can affect unwitting investors and small business owners alike. According to the NASAA, fraudulent… Read More

SEC Shuts Down Pyramid Scheme Targeting Asian-American Community

On October 17, 2013, the Securities and Exchange Commission (the “SEC”) announced charges and asset freezes against the operators and promoters of a worldwide pyramid scheme that falsely promises exponential, risk-free returns to investors in a venture that… Read More

What Stock Can Be Registered On Form S-8?

Form S-8, Form S-8, Form S-8 Registration, Form S-8 Registration Statement, SEC Form S-8,

Canadians Investigate Sandy Winick Associates

Securities Lawyer 101 Blog The Department of Justice (“DOJ”) prosecution of Sandy Winick and eight co-conspirators for financial crimes, announced in August 2013, has sparked considerable interest among penny stock observers. According to regulators, for more than a… Read More

FINRA Addresses Financial Fraud

Securities Lawyer 101 Blog In September 2013, the Financial Industry Regulatory Authority (“FINRA”), with the help of the National Center for Victims of Crime, compiled and circulated “An Advocate’s Guide to Assisting Victims of Financial Fraud.”  The lengthy… Read More

SEC Does Not Act on 20 Percent of Wells Notices Issued

Securities Lawyer 101 Blog When the Securities and Exchange Commission (“SEC”) substantially completes an investigation into violations of the securities laws, it may issue what’s known as a “Wells notice” to targets, informing them that it intends to… Read More

Panama Enacts New Bearer Shares Law

Securities Lawyer 101 Blog On July 29, 2013, the Panamanian National Assembly enacted a law that “sets forth a custody regime applicable to bearer shares.”  It requires that any and all owners of bearer shares must appoint an… Read More

SEC Brings Enforcement Action in EB-5 Visa Program Investment Scam

Securities Lawyer 101 Blog Like many other countries, the United States offers potential immigrants preferential treatment—in the form of conditional visas and eventual green cards—if  they’re willing to invest in economic development projects that will preserve or create… Read More

Whistleblower Award $14 Million Bounty By SEC

Securities Lawyer 101 Blog On October 1, 2013, the Securities and Exchange Commission (the “SEC”) announced it had awarded more than $14 million to a whistleblower whose information led to an SEC enforcement action that recovered substantial investor funds. … Read More

Wedding Singer Charged by the SEC with Fraud

Securities Lawyer 101 Blog The Securities and Exchange Commission (the “SEC”) brought a securities fraud enforcement action against an Oklahoma wedding singer and former investment adviser, Larry J. Dearman, Sr., and his special friend, Marya Gray in connection… Read More

Can I List On the OTC Pinks Using a Reverse Merger? Going Public Lawyers

Securities Lawyer 101 Blog One way for private companies to go public is through a Reverse Merger (“Reverse Merger”) with a public shell company.  Securities regulators tend to look askance at Reverse Mergers, fearing they may be used as vehicles… Read More

SEC Charges Three Penny Stock Auditors

Securities Lawyer 101 Blog On September 30, 2013, the SEC charged three penny stock auditors, Malcolm L. Pollard,  Wilfred W. Hanson and John Kinross-Kennedy, for violating federal securities laws or failing to comply with U.S. auditing standards during… Read More

DTC Proposes Procedures For DTC Chills and Global Locks

The Depository Trust Company is a subsidiary of The Depository Trust & Clearing Corpora­tion (“DTCC”), and is the central securities depository in the U.S. The SEC, the Federal Reserve System and the New York State Department of Financial… Read More

SEC Charges Tibor Klein and Michael Shechtman With Insider Trading

Securities Lawyer 101 Blog Continuing its crackdown on violators of insider trading laws, on September 20, 2013 the Securities and Exchange Commission (“SEC”) charged Tibor Klein, president of Klein Financial Services, with illegal insider trading in his own… Read More