Securities Lawyer 101 Blog On September 17, 2013, The Financial Industry Regulatory Authority (“FINRA”) issued an investor alert concerning Rule 506 private placement offerings to caution investors about the risks involved in private placement offerings. FINRA cautions investors that Rule… Read More
Securities Lawyer 101 Blog On September 17, 2013, the Securities and Exchange Commission (“SEC”) issued a trading suspension of the common shares of PacWest Equities (“PWEI”), a company whose shares were quoted on the OTC Markets with an OTC Pink Current… Read More
Securities Lawyer 101 Blog Q. What is The Depository Trust Company (DTC)? A. It is the only stock depository in the United States. Q. How do public companies obtain DTC eligibility? A. Issuers must satisfy specific criteria established… Read More
The Sarbanes-Oxley Act, the declining U.S. economy and increasing legal, auditing and other compliance costs reduced the number of issuers electing to become Securities & Exchange Commission (“SEC”) reporting issuers, particularly in the micro-cap markets. With new Rule 506(c) pursuant… Read More
Securities Lawyer 101 Blog Many owners of small businesses give thought to going public, but wonder if the risks and the expense may outweigh the rewards. They’ve heard that traditional Initial Public Offerings (“IPOs”) using registration statements are complicated… Read More
The EB-5 offering program was created by the U.S. Congress as part of the Immigration Act of 1990 to stimulate the U.S. economy through job creation and capital investment by foreign investors. Using an EB-5 offering foreign investors can obtain… Read More
Both the SEC and FINRA have published risk alerts for investors, “medical marijuana is legal in almost 20 states, and recreational use of the drug recently legalized in two states, the cannabis business has been getting a lot of attention—including the… Read More
Transfer agents play a key role in the going public process. Transfer agents are the record keeper for a company’s securities. Share ownership is reflected on the issuer’s shareholder list. Transfer agents issue and cancel certificates to reflect changes in… Read More
Securities Lawyer 101 Blog Marcum, of Noblesville, Indiana, is the principal of Guaranty Reserves Trust, and was once a broker. He’s also been an investment adviser registered with the SEC. In 2010, he began presenting himself to potential marks… Read More
On September 3, 2013, the Securities and Exchange Commission (“SEC”) filed a fraud complaint in Federal District Court for the Southern District of New York charging Ronald Feldstein and two entities controlled by him, Mara Capital Management and… Read More
On 22 August 2013, Douglas Hollingsworth of Santa Rosa, California was sentenced to 64 months in prison for defrauding investors of at least $4.9 million in a five-year Ponzi scheme. The U.S. Attorney’s Office for the Northern… Read More
Securities Lawyer 101 Blog On July 10, 2013, the SEC adopted final rules as required by Title II of the JOBS Act, which directed the SEC to eliminate the ban on general solicitation and advertising for certain offerings… Read More
On August 30, 2013, the Securities and Exchange Commission (the “SEC”) announced that it had awarded three whistleblowers for tips and information they provided to help the SEC and Justice Department stop a sham hedge fund. The SEC’s whistleblower… Read More
Securities Lawyer 101 Blog Companies seeking to raise capital through the sale of securities must either register the securities offering with the SEC or rely on an exemption from registration. Rule 506 of Regulation D is the most… Read More
Securities Lawyer 101 Blog On August 28, 2013, the Arkansas Securities Department published a Consent Order by the terms of which Junmo Hong, a former employee of John Thomas Financial, agreed to the revocation of his registration as… Read More
Securities Lawyer 101 Blog When companies go public through reverse merger transactions, insiders often employ various mechanisms to obtain not only control of the public shell but also of its free trading shares. Public float schemes involving penny stocks… Read More
Securities Lawyer 101 Blog A private company going public is subject to three federal securities laws, each with its own unique requirements. The three laws are the Securities Act of 1933 (the “Securities Act”), the Securities Exchange Act… Read More
The Securities Exchange Act of 1934 (the “Exchange Act”) imposes ongoing disclosure obligations that include an obligation to file periodic reports on Form 10-K and Form 10-Q and current reports on Form 8-K with the Securities and Exchange Commission… Read More
On August 15, 2013, the SEC obtained a summary judgment against Jonathan Gilchrist for violation of the antifraud and registration provisions of the federal securities laws. On August 16, 2013, the court entered a final judgment imposing monetary and… Read More
Securities Lawyer 101 Blog On August 26, 2013, the Securities and Exchange Commission (the “SEC”) charged John K. Marcum with defrauding investors in a Ponzi scheme that targeted the retirement savings of investors.The SEC alleges that Marcum told investors he was a… Read More
Securities Lawyer 101 Blog On August 7, Depository Trust & Clearing Corporation (DTCC) released a report identifying threats to the stability of the financial markets. DTCC considers cyber-attacks that can bypass U.S. and E.U. industry security systems and laws to be the most significant… Read More
Q. How Much Money Can I Raise In A Rule 504 Offering? A. The aggregate amount raised for an offering of securities under Rule 504 cannot exceed $1,000,000, less the aggregate offering price for all securities sold within… Read More
Securities Law Blog A private company seeking to go public can obtain a stock ticker or trading symbol assignment from the Financial Industry Regulatory Authority (“FINRA”) if it meets certain requirements. This enables the company to be quoted… Read More
Securities Lawyer 101 Blog The Securities and Exchange Commission (the “SEC”) issued an order to stop an initial public offering (IPO) by Counseling International and prevent the sale of its shares to the investing public. In issuing the stop order, the SEC determined… Read More
Securities Lawyer 101 Blog On June 24, 2013, the Securities and Exchange Commission (“SEC”) instituted administrative proceedings to prevent corporate hijackings. The SEC revoked the registration of Green Solutions China, Inc., Yarraman Winery, Inc. (n/k/a Global Beverages, Inc.;… Read More
Securities Lawyer 101 Blog Manhattan District Attorney’s office has indicted Sean Robert Stropp , a/k/a “John Goldman,” a/k/a “Sean Roberts,” Karl Spicer and Ricardo Garcia, for operating a precious metals scam through a company known as PMCO Services Inc. that claimed to sell precious metals. The… Read More
Securities Lawyer 101 Blog On August 19, 2013, the Federal Bureau of Investigation circulated a new Wanted by the FBI poster to announce that Sandy Winick, indicted the week before on multiple counts of stock manipulation, wire fraud,… Read More
Securities Lawyer 101 Blog On August 19, 2013, the Federal Bureau of Investigation circulated a new Wanted by the FBI poster to announce that Sandy Winick, indicted the week before on multiple counts of stock manipulation, wire fraud, and… Read More
Securities Lawyer 101 Blog On August 13, 2013, John Jordan, former chief executive of Vida Life International Ltd., a public company that trades on the OTCMarkets OTCQB as VILF, was sentenced to 30 months in federal prison for… Read More
Securities Lawyer 101 Blog On August 14, 2013, the U.S. Attorney’s Office for the Southern District of Florida announced that six individuals had been charged as a consequence of penny stock sting operations conducted over the course of… Read More
