Corporate LawUncategorized The Federalism of State Corporate Law Laura Anthony, Esq.October 29, 2009 Historically the regulation of corporate law has been firmly within the power and authority of the states. However, over the past f... 041600
OTCBBRule 144Rule 145Section 5Spin-OffUncategorized Five Essential Conditions for Unregistered Spin-Offs Laura Anthony, Esq.October 28, 2009 A spin-off occurs when a parent company distributes shares of a subsidiary to the parent company’s shareholders such that the subsid... 058900
Private Investment in Public Equity (PIPE)Securities AttorneysUncategorized The Demise of the Death Spiral – SEC Interpretation of Rule 415 Laura Anthony, Esq.October 22, 2009 Without fanfare, publications, or other notice, in mid 2006, PIPE investors and the Issuers that utilized them noticed a big differe... 038400
OTCBBOTCQB and OTCQXPinksheetsSEC GuidanceSection 3(a)(10) The Securities & Exchange Commission (SEC) Provides Guidance Regarding Section 3(a)(10) of the Securities Act of 1933 Laura Anthony, Esq.October 21, 2009 Section 3(a)(10) of the Securities Act of 1933, as amended (“Securities Act”) is an exemption from the Securities Act registration r... 036300
14c Information StatementOTCBBSchedule 14ASchedule 14CSEC GuidanceSEC Proxy RulesSEC Schedule 14ASection 14Securities AttorneysUncategorized 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 Laura Anthony, Esq.October 20, 2009 Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord... 082000
FINRASEC Guidance New FINRA Requirements for Corporate Actions Require More Thorough Documentation on Behalf of Issuers Laura Anthony, Esq.October 19, 2009 Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord... 029300
Direct Public Offering (DPO)Due DiligenceOTCBBPublic Shell CompanyRegulation S-KReverse Mergers Necessity of Background Searches on Officers and Directors as Part of Due Diligence Prior to a Reverse Merger or IPO Laura Anthony, Esq.October 17, 2009 Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord... 040200
PCAOB AuditingSarbanes-Oxley Act of 2002SEC GuidanceUncategorized Analysis of Section 404(b) of the Sarbanes-Oxley Act of 2002 for Non-Accelerated Filers Laura Anthony, Esq.October 15, 2009 Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord... 046000
FINRAOTC Market Potential Impact of Rule SEC Release #34-60515 Regarding Proposal to Extend Regulation NMS Coverage to OTC Securities Laura Anthony, Esq.October 7, 2009 Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord... 022400
Rule 144Securities AttorneysUncategorized Examination of Rule 144 and Potential Interpretations Laura Anthony, Esq.October 6, 2009 Corporate compliance, federal securities regulations and SEC reporting requirements are highly technical and always changing. Accord... 028300