FINRA Seeks Public Comment in Advance of Crowdfunding Rulemaking
The Financial Industry Regulatory Authority (FINRA) has requested public comment and input in advance of preparing and publishing proposed rules related to the Crowdfunding Act. The scope of the FINRA...
View ArticleCROWDFUNDING FROM A TO Z
As the expected deadline for the SEC to publish rules and regulations enacting the Crowdfunding Act (Title III of the Jumpstart Our Business Startups Act (JOBS Act)) grows nearer, it is a good time for...
View ArticleNew FINRA Rule 5123 Takes Effect Requiring Notice of Private Placements by...
The Financial Industry Regulatory Authority has adopted new Rule 5123 requiring members to file notice of their participation in private placements. The Rule took effect on December 3rd 2012. The new...
View ArticleImplementation Of The Elimination Of The Prohibition Against Advertising For...
The annual “SEC Speaks” conference, in which Securities and Exchange Commission (SEC) representatives review the agency’s efforts over the past year and preview the year to come, was held on February...
View ArticleSEC SUSPENDS TRADING ON 61 SHELL COMPANIES
The Securities and Exchange Commission (SEC) today suspended the trading in 61 dormant shell companies. The trading suspensions are part of an SEC initiative tabbed Operation Shell-Expel by the SEC’s...
View ArticleWill FINRA Rule Changes Related to Private Placement Further Deter Broker...
On August 19, 2013, FINRA published Regulatory Notice 13-26 about the updated Private Placement Form that firms must file with FINRA when acting as a placement agent for the private placement of...
View ArticleWhat is A CUSIP and Legal Entity Identifier (LEI) Number?
CUSIP stands for Committee on Uniform Securities Identification Procedures. A CUSIP number identifies securities, specifically U.S. and Canadian registered stocks, and U.S. government and municipal...
View ArticleFINRA Amends Rules 5110 and 5121 Related to Corporate Financing and Conflicts...
On April 28, 2014 and on May 7, 2014, the SEC approved the Financial Industry Regulatory Authority’s (FINRA) amendments to Rule 5110 (Corporate Financing Rule – Underwriting Terms and Arrangements)...
View ArticleThe ECOS Matter; When Is A Reverse Split Effective?
In what was presumably an unintended consequence, the application of an SEC- approved FINRA regulation has resulted in a conflict between state and federal corporate law for a small publicly traded...
View ArticleFINRA Seeks to Eliminate the OTCBB and Impose Regulations on the OTC Markets
On October 7, 2014, the SEC published a release instituting proceedings to determine whether to approve FINRA’s request to delete the rules related to, and the operations of, the OTC Bulletin Board...
View ArticleSEC Suspends Trading On 128 OTC Markets Companies
On March 2, 2015, the Securities and Exchange Commission (SEC) suspended the trading in 128 dormant shell companies trading on the OTC Link. The SEC suspended the trading in these shell companies...
View ArticleSEC Supports FINRA’s Rule 6490 Authority Over Corporate Actions
In two recent administrative decisions, the SEC has upheld FINRA’s broad authority under Rule 6490 to approve and effectuate corporate actions by public companies trading on the OTC Markets. One of...
View ArticleThe New FINRA Broker Background Check Rule
On December 30, 2014, the SEC approved FINRA Rule 3110(e), which requires FINRA member firms to verify the information provided by or contained in a broker’s Form U-4 within 30 days of filing the form...
View ArticleSEC Advisory Committee On Small And Emerging Companies Explores Venture...
The SEC Advisory Committee on Small and Emerging Companies (the “Advisory Committee”) was organized by the SEC to provide advice on SEC rules, regulations and policies regarding “its mission of...
View ArticleSEC Proposes Broadening Of Broker-Dealer Registration Rules To Include...
On March 25, 2015, the SEC proposed rule amendments to require high-frequency and off-exchange traders to become members of FINRA. The amendments would increase regulatory oversight over these...
View ArticleSEC Congressional Testimony – Part 3
On three occasions recently representatives of the SEC have given testimony to Congress. On March 24, 2015, SEC Chair Mary Jo White testified on “Examining the SEC’s Agenda, Operations and FY 2016...
View ArticleSEC Has Approved A Two-Year Tick Size Pilot Program For Smaller Public Companies
On May 6, 2015 the SEC approved a two-year pilot program with FINRA and the national securities exchanges that will widen the minimum quoting and trading increments, commonly referred to as tick sizes,...
View ArticleGoing Public Transactions For Smaller Companies: Direct Public Offering And...
Introduction One of the largest areas of my firms practice involves going public transactions. I have written extensively on the various going public methods, including IPO/DPOs and reverse mergers....
View ArticleFinders- The Facts Related To Broker-Dealer Registration Requirements
Introduction As a recurring topic, I discuss exemptions to the broker-dealer registration requirements for entities and individuals that assist companies in fundraising and related services. I have...
View ArticleSEC Advisory Committee Recommendations Related To Finders
On September 23, 2015, the SEC Advisory Committee on Small and Emerging Companies (the “Advisory Committee”) met and finalized its recommendation to the SEC regarding the regulation of finders and...
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