Securities Lawyer 101 Blog It is not unusual for a private or public company to be approached by financial intermediary (“Intermediary”) that offers to locate investors in exchange for a fee. Most Intermediaries are not registered as broker-dealers with the Securities and… Read More
Securities Lawyer 101 Blog On May 24, 2013, the Securities and Exchange Commission (“SEC”) revoked the registrations of Enercorp, Inc. (ENCP), FTS Group, Inc. (FLIP), Games, Inc. (n/k/a InQBate Corporation; INQB), Hartmarx Corporation (n/k/a XMH Corp. 1; (HTMXQ),… Read More
Securities Lawyer 101 Blog The Financial Industry Regulatory Authority (“FINRA”) require that broker-dealers and market makers observe “high standards of commercial honor and just and equitable principles of trade.” FINRA rules also prohibit broker-dealers and market makers from… Read More
Securities Lawyer 101 Blog On May 3, 2013, in connection with an action that went unnoticed by most penny stock observers, the U.S. Attorney’s Office for the District of Massachusetts announced that John Jordan, of Cameron Park, California,… Read More
Securities Lawyer 101 Blog In June 12, 2013, the Securities and Exchange Commission (“SEC”) brought an action against an additional defendant for his role in a frauduent kickback scheme involving the payment of millions of dollars in bribes to a… Read More
Securities Lawyers Gone Wild Series Securities Law 101 Blog Sunrise Solar’s most recent financial report filed was a 10-Q for the period ended March 31, 2009. According to the SEC action, Sunrise Solar purported to be in the… Read More
Company President Lies to Investors Most people think of the Securities and Exchange Commission (“SEC”) as a regulator of publicly traded companies. But the SEC’s authority extends to any company or individual—public or private—that offers or sells securities. If the
Securities Law 101 Blog On June 21, 2013, the Securities and Exchange Commission (“SEC”), suspended Michael Stewart, a California securities attorney, from practicing before the SEC. The sanction stemmed from an SEC enforcement action brought by the agency… Read More
In the latest twist to the Bermuda Short Sting of 2003, on June 19, 2013, the Securities and Exchange Commission (“SEC”) Division of Enforcement charged David F. Bahr of Rancho Santa Fe, California, with securities fraud for attempting to generate the appearance of market interest in a penny stock in an effort to cause investors to buy the stock. Unfortunately for Bahr, his problems didn’t end with the SEC’s investigation of his securities fraud.
Securities Lawyer 101 Blog On June 17, 2013, the Securities and Exchange Commission (“SEC”) revoked the registrations of the securities of Avani International Group, Inc. (AVIT), Birch Mountain Resources Ltd. (BHMNF), Capital Reserve Canada Ltd. (CRSVF), Dynasty Gaming Inc…. Read More
Securities Lawyer 101 Blog Boca Raton, Florida, May 20, 2013, GenMedx, Inc., a Nevada corporation announced its new name and trading symbol. GenMedx, Inc. is now Pyramidion Technology Group, Inc. Effective June 19, 2013, the Company commenced trading… Read More
Securities Lawyer 101 Blog In recent weeks, it has been claimed that microcap issuers are the target of rumor mongering by stock bashers working in collusion with market makers and notorious short sellers. It is sometimes difficult to differentiate… Read More
Reverse stock splits are often used by public companies to reduce the amount of securities outstanding. Reverse splits are also used by private companies in corporate restructurings. Typically in a reverse split, a company reduces the number of… Read More
Securities Lawyer 101 Blog The OTCMarkets describes its OTCQX marketplace as the premier tier of the U.S. Over-the-Counter (OTC) markets, providing investors with an objective measure to ide3ntify exceptional OTC-traded companies. The OTCQX U.S. is designated by the OTCMarkets… Read More
Securities Lawyer 101 Blog Private companies seeking to go public are opting to list on the OTC Markets OTC Pink Current tier. Companies seeking to public company status can list on the OTC Pink Current tier without filing… Read More
Today, the Financial Industry Regulatory Authority (“FINRA”) issued a new Investor Alert concerning investments in alternative hedge funds (“Alternative Funds”). In the altert, FINRA cautioned investors about the unique characteristics and risks of Alternative Funds which are not present in traditional… Read More
Securities Lawyer 101 Blog On June 10, 2013, the Securities and Exchange Commission (the “SEC”) suspended trading in the securities of Polar Petroleum Corp. (“POLR”), a company quoted on the OTC
Foreign private issuers may raise capital in the U.S. by registering an offering registered on a registration statement under the Securities Act of 1933, as amended (the “Securities Act”) or by selling securities that are exempt from the SEC’s registration requirements. Many foreign… Read More
Securities Lawyer 101 Blog Corporate hijackings of public shell companies–also called corporate identity theft–has been around for more than two decades. The public companies taken over in hijackings have become a valuable assets for shell peddlers (frequently securities lawyers & accountants) seeking reverse merger… Read More
Securities Lawyer 101 Blog What is Section 5 of the Securities Act of 1933? Section 5 of the Securities Act states that all offers and sales of securities must be registered under the Securities Act or exempt from the… Read More
Securities Lawyer 101 Blog On May 16, 2013 the Securities and Exchange Commission (the “SEC”) updated its Established Public Market policy concerning the OTCMarkets OTCQX and OTCQB in its Compliance and Disclosure Interpretations in question 139.13. The SEC confirmed… Read More
Securities Lawyer 101 Blog On June 5, 2013, the Securities and Exchange Commission (the “SEC”) charged penny stock issuer, Laidlaw Energy Group. According to the SEC charges, Laidlaw and its CEO, Michael B. Bartoszek sold more than two… Read More
Securities Lawyer 101 Blog Private placements are a cost effective and relatively quick way for private companies to raise capital prior to a going public transaction. They are an appealing option because they are much less expensive and… Read More
Short selling can be a legitimate trading strategy. It is often endorsed for its beneficial effects on the securities markets, which include increasing liquidity. It is also criticized. Short sellers profit by identifying companies that are weak or… Read More
Securities Lawyer 101 Blog Form D Question & Answer The most common exemptions used by companies to sell stock prior to going public are those found in Regulation D of the Securities Act. Many private companies going public… Read More
OTC Markets Pink Sheet Q. What are the benefits of listing on the OTC Markets OTC Pink Sheets? A. There are a couple of benefits for companies opting to list on the OTC Pink Sheets. Pink Sheet listings… Read More
Q. What is The Depository Trust Company (DTC)? A. DTC is the only stock depository in the United States. Q. Why is DTC so important to public companies? A. When DTC provides services as the depository for… Read More
Securities Lawyer 101 Blog In a follow-up to its mass trading suspension of 379 over-the-counter issues on May 14, 2012, the SEC today announced the second largest trading suspension in its history as it continues its “Operation Shell… Read More
Securities Lawyer 101 Blog Foreign companies seeking access to the U.S. public markets have several options in going public transactions. Often, foreign companies seeking to raise capital from investors obtain public company status in the U.S. to attract… Read More
Securities Lawyer 101 Blog On May 15, 2013, the U.S. District Court for the Southern District of California charged Bradley Holcom with eight counts of mail fraud, four counts of wire fraud, and one count of securities fraud… Read More
