AFWL Charged for Foreign Bribery and Violating the Books and Record Provision. On Jun 25, 2021, the Securities and Exchange Commission (“SEC”) charged[1] Amec Foster Wheeler Limited (AFWL) for bribing officials at a Brazilian state-owned oil company Petrobras to obtain a contract from which AFWL unjustly profited approximately $17.6 million. AFWL also violated the book…

Companies acquire, or merge with, other companies for a variety of reasons, namely: to create economies of scale/scope and cost/revenue synergies, to acquire promising technology or other intellectual property or intangibles, to capture more market share, to diversify a business portfolio, or to create tax benefits (such as acquiring net operating losses to carry forward…

Fraudulent Cherry-picking.  On Jun 17th, 2021, the Securities and Exchange Commission (“SEC”) charged[1] Ramiro Jose Sugranes, a licensed financial adviser who had been in the financial market for over twenty years, for fraudulent cherry-picking.  What Is Cherry Picking? According to Investopedia cherry picking is the process of choosing investments and trades by following other investors…

Raising Capital Properly – A Case Study   On June 29, 2021, the Securities and Exchange Commission (“SEC”) charged Matthew J. Skinner (“Skinner”) of Santa Clarita, California, and five entities he owns and controls, for conducting four unregistered and fraudulent real estate investment offerings between 2015 and 2020.  In these offerings, Skinner raised more than…

Investor Disclosure Laws – A Case Study On May 3, 2021, the Securities and Exchange Commission (“SEC”) charged Under Armour Inc. with “misleading investors as to the bases of its revenue growth and failing to disclose known uncertainties concerning its future revenue prospects.”  In 2015 and 2016, Under Armour engaged in what is known as…

Didi Inc., a Chinese version of Uber, was listed on NYSE (DIDI) on June 30, the day before the Chinese Communist Party’s Founding Day celebration and four days before the United States’ Independence Day. Didi planned to raise approximately $4.4 to $4.9 billion from its IPO, offering 318,000,000 ADSs[1] priced at $14 per share. The…

On June 15th, the Securities and Exchange Commission (SEC) charged[1] six individuals for trading on two Silicon Valley Companies’ non-public information and illicitly profiting over $1.7 million. Nathaniel Brown was a senior revenue manager at Infinera Corporation (Infinera) and Marcus Bannon a major account manager at Fortinet, Inc. They repeatedly provided confidential information that impacted…

On June 22, 2021, the Securities and Exchange Commission (“SEC”) charged[1] Loci Inc. (“Loci”) and its CEO John Wise for raising over $7.6 million from an unregistered Initial Coin Offering (ICO) of LOCIcoin. Among the capital raised from the ICO, Loci illicitly misappropriated approximately $38,000 for his personal use. The defendants also violated the antifraud…

On June 15th, 2021, the Securities and Exchange Commission (“SEC”) charged First American Financial Corporation, a real estate financing service company headquartered in California for violating policies regarding procedure control of cybersecurity vulnerability. First American is a publicly traded company registered with the SEC under Section 12 (b) of the Exchange Act, and it agreed…

The SEC reopened the comment period for Universal Proxy Rules and accepted comments until June 7th, 2021. The reopened comment period is regarding the Commission’s proposal of amending the proxy rules to permit shareholders to vote by proxy for any combination of candidates for the board of directors, as they could if they attended the…

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