Compliance When Conducting Concurrent Private and Public Offerings
The Securities and Exchange Commission’s (SEC) integration guidance in Securities Act Release No. 8828 (August 3, 2007) sets forth a...
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Responsibilities of Independent Directors Increases in Response to Sarbanes Oxley
Serving as an independent director carries serious obligations and responsibilities. Following the passage of the Sarbanes Oxley...
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Securities Attorneys Must Self-Regulate to Avoid Potential Insider Trading Pitfalls
Attorneys who accept stock as compensation from public companies need to be aware of a vigilant regarding their insider trading obli...
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The Federalism of State Corporate Law
Historically the regulation of corporate law has been firmly within the power and authority of the states. However, over the past f...
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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 subsid...
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The Demise of the Death Spiral – SEC Interpretation of Rule 415
Without fanfare, publications, or other notice, in mid 2006, PIPE investors and the Issuers that utilized them noticed a big differe...
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Elements Constituting “Solicitation” Such that a 14A Proxy Solicitation is Required Instead of a 14C Information Statement Under the Section 14 Proxy Rules of the Securities Exchange Act of 1934
Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord...
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Analysis of Section 404(b) of the Sarbanes-Oxley Act of 2002 for Non-Accelerated Filers
Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord...
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Examination of Rule 144 and Potential Interpretations
Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord...
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