Regulation S-K

…**[to conduct **[a study within one year on **[all Regulation S-K disclosure requirements **[to determine how best **[to **[amend and modernize the rules **[to reduce costs and burdens while still

NASDAQ Listing Requirements and Disclosures

…party would not have jurisdiction **[to pursue **[a claim. **[For]** example, inquiries by FINR**[A’s Office of Fraud Detection and Market related **[to the trading **[activity and press releases, **[although usually

The DTC And DTC Eligibility Requirements

…prerequisite **[for]** OTC company shareholders **[to deposit securities with their brokers and have such securities traded in the open marketplace. **[Obtaining and maintaining eligibility is of utmost importance **[for]** the

Rule 506 of Regulation D

…speak. In the **[age of the Internet it is still essential **[for]** professionals **[to get **[together in **[a productive **[atmosphere, shake hands and have direct human interaction so **[as **[to

SEC Reporting Companies and Disclosure Requirements

…of time. However, the scaled down disclosure requirements **[are not completely the same **[for]** each and the SEC is considering whether they should be **[adjusted **[to further **[align. The SEC

Section 16 Requirements

and file continuing changes on **[For]**m 4 within two business days following such change. Transactions required **[to be reported on **[For]**m 4 include **[acquisitions and disposition of securities including the

Disclaimer

…in their entirety (without modification) **[for]** the individual reader’s personal and/or educational use and must include this notice. This website is intended **[to provide general legal information, not legal **[advice.

Mergers And Acquisitions

…**[for]** themselves vi**[a either cash or job security), and **[as such their **[actions face **[a higher level of scrutiny. This is referred **[to **[as the “enhanced scrutiny business judgment rule”

What is a Security? The Howey Test and Reves Test

…definition **[as **[to what is **[a security, and **[although many convertible promissory notes **[are **[also considered derivative instruments, I will save the specific **[topic of derivatives **[for]** the future.

Rule 83

…disclosures on particular issues. Comment letters and responses **[are posted on EDGAR and SEC counsel can utilize industry software **[to **[search]** **[for]** relevant materials. Where the SEC has requested changes