What Are Rule 506 Offerings?

…light of the circumstances under which they were made, not misleading , to any investor or prospective investor in the pooled investment vehicle; or (2) otherwise engage in any act,…

Mergers And Acquisitions

…to merger and acquisition transactions. Under state corporate law, the business and affairs of a corporation is managed under the direction of its board of directors. Members of the board…

OTCQX Rules for International Companies

…registration exemption found in Exchange Act Rule 12g3-2(b) and be current and compliant in such requirements; or (ii) have a class of securities registered under Section 12(g) of the Exchange…

Definition of a Security

…indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, preorganization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided…

The NASDAQ Listing Application

…the listing application itself which I will pick up in the next Lawcast in this series. All the application forms are completed online at the NASDAQ website listing center. The…

Contact Us

…Laura Anthony, Esq. Founding Partner Legal & Compliance, LLC 330 Clematis Street (217) West Palm Beach, FL 33401 561-514-0936 800-341-2684 Fax – 561-514-0832 LAnthony@LegalAndCompliance.com Website- www.LegalAndCompliance.com Blog- www.SecuritiesLawBlog.com…

OTCQB Initial Certification

…its obligations under Exchange Act Rule 12g3-2(b), if applicable, and shall have posted in English, the information required to be made publicly available pursuant to Exchange Act Rule 12g3-2(b) for…

OTCQB Listing Requirements

…LawCast- OTCQB Listing Requirements. To be eligible to be quoted on the OTCQB, all companies will be required to: Meet a minimum closing bid price on OTC Markets of…

Section 13 Exchange Act

…Section 13 Exchange Act- Section 13 requires that any person that has acquired, either directly or indirectly, more than 5% of the beneficial ownership of a reporting company’s equity…

Howey Test

…result of which has become commonly known as the “Howey Test.” Under the Howey Test, whether an investment instrument is a security requires a substance-over-form analysis. Clearly a “stock” or…