Securities law blog

Rule 145

October 22, 2013

How to Complete an Unregistered Spin-Off

July 2, 2013

Section 3(a)(10) Debt Conversions in a Shell Company Pre-Reverse Merger

November 4, 2009

SEC Rule 145 – Registration and Resale Requirements For Securities Issued in Merger, Consolidation or Acquisition

Rule 145 addresses the registration and resale requirements for securities issued in a merger, consolidation, acquisition of assets or reclassification of securities. Rule 145 sets forth the Securities
October 28, 2009

Five Essential Conditions for Unregistered Spin-Offs

A spin-off occurs when a parent company distributes shares of a subsidiary to the parent company’s shareholders such that the subsidiary separates from the parent and is no