What is the Section 83(b) Election Process? The Section 83(b) Election Process can be a little tricky, so let’s start at the beginning. Under Section 83(b) of the Internal Revenue Code (“Section 83(b)”), a taxpayer who receives certain property subject to vesting as compensation for services (for example, a restricted stock award granted by the…

The SEC Proposed Changes to the Definition of a Smaller Reporting Company On June 27, 2016, the SEC issued proposed rule amendments that would increase the financial thresholds in the definition of smaller reporting company as used in the SEC’s rules and regulations. If adopted, the proposal would expand the number of registrants that qualify…

Only 11 U.S. companies have gone public as of April 20, according to a new report in the San Francisco Chronicletitled, “Why 2016 has been a terrible year for tech IPOs.” For reference, 43 U.S. companies had already gone public by this time last year. So why are investors and executives alike reluctant to go…

Chair Mary Jo White March 31, 2016 Introduction Thank you Jina [Choi] for that kind introduction and for your leadership of the San Francisco Regional Office.  It is always good to be back at Stanford,[1] and it is an honor to speak at the SEC’s and Rock Center’s Silicon Valley Initiative.  This is an important…

Depending on who you ask, the U.S. Securities and Exchange Commission is either a trigger-happy agency looking to bring the hammer down on business owners or a toothless entity with little to no enforcement power. Of course, as most corporate securities lawyers will tell you, the truth lies somewhere in the middle. Unfortunately, all too…

Federal corporate securities laws require that businesses disclose information periodically regarding specific financial statements. Although these statements ask for straightforward information about each company’s financial state of being, it’s common for business owners to be confused by the way in which the Security Exchange Commission (SEC) asks for this information. If your business needs to…

This week, VentureBeat takes a closer look at the state of the IPO market, which has some investors skittish. With floating anxiety over falling oil prices and the opaque Chinese economy, a growing chorus of naysayers has questioned whether 2016 is the right time to go public. Now, one highly respected venture capitalist says those…

La mayoría de la gente piensa “OPI” cuando se enteran de que una empresa va pública. [1] Una alternativa más barata y más rápida de la salida a bolsa tradicional, sin embargo, es a través de una fusión inversa. En una fusión inversa, “Los accionistas de la empresa privada intercambian sus acciones por una gran…

Martin Shkreli has been called many things since he became a household name: a “pharma bro,” a “capitalist cartoon villain,” and an assortment of four-letter words. The young CEO became famous after he drastically raised the price of a life-saving AIDS medication. But while many critics called his behavior unethical, corporate and securities lawyers know…

“How a Corporation Issues Additional Shares”[i] A corporation will most likely decide to issue additional shares of stock in order to raise additional capital. The benefit of raising additional capital is obvious—more capital for the corporation to use in order to grow. The main potential downside of issuing more shares in order to raise capital is a…