Rule 701 – Exemption for Offers and Sales to Employees of Non-Reporting Entities
While the issuance of small numbers of shares as prizes or awards to employees may be made without Securities Act Registration, if s...
Home Posts Tagged "going public" (Page 4)
A Comprehensive Analysis of Section 5
Section 5 of the Securities Act of 1933, as amended, contains the basic registration requirements for all offerings and rules of sec...
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Section 3(a)(9) Exchanges Evaluated
Section 3(a)(9) of the Securities Act of 1933, provides an exemption from the registration requirements for “[E]xcept with respect t...
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When Can Separate Issuer Offerings That Occur Within a Short Time Be Integrated?
The integration doctrine prevents issuers from circumventing the registration requirements of the Securities Act of 1934 by determin...
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Regulation A and Rule 504
Section 3(b) of the Securities Act gives the SEC authority to exempt from registration certain offerings where the securities to be...
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SEC Stock Buyback Rules Examined
SEC Rule 10b-18 provides issuers with a safe harbor from liability for market manipulation under Sections 9(a)(2) and 10(b) of the E...
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Transparency in the Financial Markets and the Materiality Standards
The disclosure requirements at the heart of the federal securities laws involve a delicate and complex balancing act. Too little in...
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10b5-1 Trading Plans and Material Non-Public Information
As a safe harbor from insider trading liability, Rule 10b5-1 provides that a purchase or sale of securities will not be deemed to be...
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Proper Use of S-8 Registration Statements
A Form S-8 registration statement is popular with small business issuers because it becomes effective immediately upon filing and al...
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Rule 144 and Pink Sheet Shells; Selling Shares Post Merger
One of the most common inquiries received by securities attorneys today involves Issuers wanting to know when they and their shareho...
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