Going Public - Securities & Forensic Lawyers

What is a NYSE Designated Market Maker? Posted by Brenda Hamilton

One of the most important decisions for a company going public is to choose the right market for listing the company’s shares. This is true for initial public and direct public offerings. The New York Stock Exchange (“NYSE”)… Read More

SEC Expands Rule 504 of Regulation D & Rule 147

On October 26, 2016, the Securities and Exchange Commission (the “SEC”) adopted final rules that amend Rule 504 of Regulation D and Rule 147. According to the SEC, these new rules modernize how companies can raise money to… Read More

OTC Markets 101 – The Basics of Listing

Posted by Brenda Hamilton, Securities and Going Public Lawyer OTC Markets Group (“OTC Markets”) requires companies seeking quotation of their securities on the OTCQB® Venture Stage Marketplace (“OTCQB”) have an initial and ongoing $0.01 per share minimum bid price,… Read More

When is a Foreign Private Issuer Required to File Form 6-K?

Foreign Private Issuers that are subject to the reporting requirements of the Securities Exchange Act of 1934, as amended, (the “Exchange Act), must provide periodic reports to the Securities & Exchange  Commission. These include an annual report on Form 20-F… Read More

IHUB Pushes Back to COR Clearing Subpoena in Calissio Case

We last wrote about the complex litigation involving Calissio Resources Group (CRGP) in February.  It arose out of a controversy surrounding the company’s payment of a special dividend of $0.011 a share in August 2015.  At the time… Read More

Do State Blue Sky Laws Apply To Regulation D Offerings?

    Issuers are sometimes unaware of the state laws that apply to offerings that are exempt under the federal securities laws. The purchase or sale of a security be subject to a registration statement under the Securities… Read More

COR Clearing Subpoenas Retail Shareholder Trade Information

  Last fall, we wrote about a highly unusual cash dividend paid by penny stock Calissio Resources Group, Inc. (CRGP).  The payment process was so badly botched it resulted in a Financial Industry Regulatory Authority (FINRA) U3 trading… Read More

DTC Imposes Corporate Action DTC Eligibility Fee

On December 30, 2015, the Securities and Exchange Commission (“SEC”) published a notice that it was soliciting comments for a proposed rule change submitted by The Depository Trust Company (“DTC”) filed a pursuant to section 19(b)(3)(A) of the… Read More

Form F-1 and Foreign Private Issuer Disclosures

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

FAST Reduces Form S-1 Rules & Creates Resale Exemption

Last month, the Fixing America’s Surface Transportation Act, or FAST Act became law. The FAST Act is primarily a transportation bill but there are changes to the federal securities laws which should assist in the capital raising process… Read More