Court Imposes Lifetime Officer-And-Director Bars On Two Corporate Officers
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 J…. Read More
Corporate Hijackings, Reverse Merger Scams and Going Public
Going public transactions have been plagued by promoters and shady lawyers selling hijacked dormant issuers for reverse merger transactions. Unsuspecting private companies seeking to go public have become victims of this decade long crime spree.
Court Enters Final Judgments in Eb-5 Scheme, Ordering Return of $25.8 Million to Defrauded Chinese Investors
On November 19, 2018, a U.S. District Court for the Central District of California entered final judgments on consent against defendants Edward and Jean Chen, husband and wife, and five entity defendants who had been charged with defrauding… Read More
Owner of Options Trading Website, Mark Suleymanoy Charged for Defrauding Retail Investors
On December 3,2018 the SEC charged Mark Suleymanov of Glen Cove, New York with engaging in an online binary options scheme that defrauded retail investors out of approximately $4 million. The SEC’s complaint alleges that from at least… Read More
Three Florida Residents charged with Orchestrating a Fraudulent Public Shell Company Scheme
The SEC announced on December 3,2018 fraud charges against a Florida-based CPA, a former broker, and his spouse, for their roles in a fraudulent scheme involving the creation and sale of a public shell company and false regulatory… Read More
A Kentucky Man, Jared Forrester charged for Role in Nationwide Oil Investment Scheme
The Securities and Exchange Commission charged a 35-year-old Jared Forrester for his role in a scheme that resulted in the fraudulent offering and sale of at least $15 million of securities to more than 150 investors. The SEC’s… Read More
Court Enters Final Judgment in Case Against Immigration Lawyer, Steve Qi and His Law Firm
On November 5, 2018, a U.S. District Court for the Central District of California entered a final judgment on consent against immigration attorney, Steve Qi, and his law firm who were charged with violations in connection with the… Read More
Five Public Companies Charged With Failing to Comply With Form 10-Q Requirements
The Securities and Exchange Commission announced charges against five public companies for failing to provide financial statements that were reviewed by their independent external auditor when they filed quarterly reports with the Commission on Form 10-Q. Regulation S-X… Read More
Business Services Company Barrett Business Services Inc. and Former CFO James D. Miller Charged With Accounting Fraud
The Securities and Exchange Commission charged the former chief financial officer of Barrett Business Services Inc. for his role in an accounting fraud involving BBSI’s workers’ compensation expenses. The SEC also charged BBSI in the accounting fraud and… Read More
Business Services Company Barrett Business Services Inc. and Former CFO James D. Miller Charged With Accounting Fraud
The Securities and Exchange Commission charged the former chief financial officer of Barrett Business Services Inc. for his role in an accounting fraud involving BBSI’s workers’ compensation expenses. The SEC also charged BBSI in the accounting fraud and… Read More
Biopharmaceutical Company Clovis Oncology Inc. & Executive Patrick Mahaffy Charged With Misleading Investors About Cancer Drug
The Securities and Exchange Commission announced that a Boulder, Colorado-based biopharmaceutical company, its CEO, and its former CFO will pay more than $20 million in penalties to settle charges of misleading investors about the company’s developmental lung cancer… Read More
SeaWorld and Former CEO James Atchison to Pay More Than $5 Million to Settle Fraud Charges
The Securities and Exchange Commission today announced that SeaWorld Entertainment Inc. and its former CEO have agreed to pay more than $5 million to settle fraud charges for misleading investors about the impact the documentary film Blackfish had on the… Read More
Broker-Dealer Cowen Execution Services LLC to Pay $2.75 Million Penalty for Providing Deficient Blue Sheet Data
The Securities and Exchange Commission announced that Convergex Execution Solutions LLC, now known as Cowen Execution Services LLC, will pay $2.75 million to settle charges that the broker-dealer firm provided the SEC with incomplete and deficient securities trading… Read More
United Technologies Charged With Violating FCPA
The Securities and Exchange Commission announced that Connecticut-based United Technologies Corporation will pay $13.9 million to resolve charges that it violated the Foreign Corrupt Practices Act (FCPA) by making illicit payments in its elevator and aircraft engine businesses…. Read More
Whistleblower Receives Award of Approximately $1.5 Million
The Securities and Exchange Commission announced that a whistleblower has earned an award of more than $1.5 million. The whistleblower provided the SEC with vital information and ongoing assistance that proved important to the overall success of an… Read More
Sanofi Charged With FCPA Violations
The Securities and Exchange Commission announced that Paris-based pharmaceutical company Sanofi has agreed to pay more than $25 million to resolve charges that its Kazakhstan and the Middle East subsidiaries made corrupt payments to win business. According to the… Read More
Legg Mason Charged With Violating the FCPA
The Securities and Exchange Commission announced that Legg Mason Inc. will pay over $34 million to resolve an SEC charge that the company violated the Foreign Corrupt Practices Act (FCPA) in a scheme to bribe Libyan government officials. According… Read More
Transamerica Entities to Pay $97 Million to Investors Relating to Errors in Quantitative Investment Models
The Securities and Exchange Commission today announced charges against four Transamerica entities for misconduct involving faulty investment models and ordered the entities to refund $97 million to misled retail investors. According to the SEC’s order, investors put billions of… Read More
Fee Rate Advisory #1 for Fiscal Year 2019
The Securities and Exchange Commission announced that in fiscal year 2019 the fees that public companies and other issuers pay to register their securities with the Commission will be set at $121.20 per million dollars. The securities laws require… Read More
Deutsche Bank to Pay Nearly $75 Million for Improper Handling of ADRs
The Securities and Exchange Commission announced on July 20, 2018 that two U.S.-based subsidiaries of Deutsche Bank AG will pay nearly $75 million to settle charges of improper handling of “pre-released” American Depositary Receipts (ADRs). The case stems from a continuing… Read More
Citigroup to Pay More Than $10 Million for Books and Records Violations and Inadequate Controls
The Securities and Exchange Commission announced that Citigroup has agreed to pay $10.5 million in penalties to settle two enforcement actions involving its books and records, internal accounting controls, and trader supervision. The charges stem from $81 million… Read More
How to Spot a Penny Stock Scam
Have you ever played a penny stock? Or invested in one you believed or hoped was real, perhaps even the Next Big Thing? If so, you probably know the roads in Pennyland are full of potholes. Many of… Read More
Former CEO Kevin Modany and CFO Daniel Fitzpatrick of ITT Barred and Ordered to Pay Penalties
The Securities and Exchange Commission announced on July 6, 2018 settlements with two former senior executives of ITT Educational Services Inc., which the SEC charged hid its true financial condition from investors. This resolution successfully concludes the SEC’s case, which… Read More
Foreign Private Issuers NYSE Audit Committee Requirements
The New York Stock Exchange (NYSE) corporate governance standards are contained in Section 303A of the NYSE Listed Company Manual. The NYSE corporate governance standards apply to all US companies that are listing or have listed equity securities… Read More
Foreign Private Issuer NYSE Audit Committee Requirements
The New York Stock Exchange (NYSE) corporate governance standards are contained in Section 303A of the NYSE Listed Company Manual. The NYSE corporate governance standards apply to all US companies that are listing or have listed equity securities… Read More
Yao Li Settles Insider Trading Charges
On July 24, 2018, the Securities and Exchange Commission (SEC) announced that Yao Li, a senior executive at a Silicon Valley fiber optics company agreed to settle charges that he made nearly $200,000 in illicit profits by trading on… Read More
OTC Markets OTCQB, OTCQX, OTC Pink Quotation, Listing and Disclosure
Public companies with shares traded on OTC Markets OTC Link® ATS are organized into three unique market places. In part, the trading market depends upon whether the issuer is required to comply with the SEC Reporting Requirements. The… Read More
Regulation A+ 2018 Shelf Offerings
Posted by Brenda Hamilton, Securities Attorney Regulation A also known as Regulation A+ provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be used in combination with direct public offerings and initial public offerings as part of a Going Public Transaction. One key benefit of… Read More
Use of Proceeds In Form S-1 Registration Statements – Form S-1
Companies going public with Form S-1 have several options in how to structure their transaction when registering securities with the Securities and Exchange Commission (“SEC”). Form S-1 enables issuers to raise capital using the registration statement or register… Read More
