Securities Act - Securities & Going Public Lawyers

Rule 147: Not Just for In-State Investors Anymore

  On October 26, 2016, the Securities & Exchange Commission (the “SEC”) adopted  amendments to Rule 147 of the Securities Act of 1933, as amended (“Securities Act”) to modernize the exemptions for intrastate securities offerings. According to the SEC, the… 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

Rule 506 Offerings FAQ By: Brenda Hamilton Attorney

Securities Lawyer 101 Blog Rule 506 Offerings are the most common of the Regulation D exemptions from registration under the Securities Act of 1933, as amended (the “Securities Act”).   It has been approximately a year since the Securities… Read More

What Disclosure Is Required By Rule 15c2-11?

Rule 15c2-11 under the Securities and Exchange Act of 1934 (Exchange Act) governs the submission and publication of quotations by brokers and dealers for OTC equity securities. Specifically, the rule applies to a broker-dealer’s initiation or resumption of… Read More

Form 10 vs Form 8-A Registration Statements

Simultaneously or subsequent to the effectiveness of a registration statement under the Securities Act of 1933, as amended (the “Securities Act”) for an initial public offering (IPO) or direct public offering (DPO), issuers can file a registration statement under the… Read More

Exchange Act Registration & Going Public For Foreign Issuers

Foreign companies going public in the United States must file a registration statement covering a class of securities pursuant to the Securities Exchange Act of 1934, as amended (“Exchange Act”) if the class of securities will be listed… Read More

The Laws That Apply To Going Public & Being Public

The first laws that apply to going public transactions are contained in the Securities Act of 1933 (the “Securities Act”). The Securities Act was followed by the Securities Exchange Act of 1934 (the “Exchange Act”). Going Public attorneys must… Read More

What Is Schedule 13D? Going Public Attorneys

When a person or group of persons acquires beneficial ownership of more than 5% of a voting class of a company’s equity securities registered under Section 12 of the Securities Exchange Act of 1934 (“Exchange Act”), they are… Read More

What Stock Can I Register On A Form S-8 Registration Statement?

Posted By Brenda Hamilton, Securities Lawyer Form S-8 is a short-form registration statement under the Securities Act of 1933, as amended (Securities Act) used to register employee and consultant benefit and compensation plans. Form S-8 cannot be used until… Read More

Periodic Reporting for Foreign Issuers – Going Public Lawyers

A foreign private issuer seeking to go public  in the U.S. can file a registration statement covering a public offering of securities under the Securities Act of 1933, as amended (“Securities Act”), register a class of equity securities under… Read More