How a Corporation Issues Additional Shares As securities attorneys, we have assisted many corporations to raise capital through both a private and public offering of shares.  In our experience, this is how a corporation issues additional shares to their employees and/or to the public market. A corporation will most likely decide to issue additional shares…

Testimony Before the Subcommittee on Securities, Insurance, and Investment Stephen Luparello Vice Chairman DECEMBER 14, 2011 December 14, 2011 Chairman Reed, Ranking Member Crapo and Members of the Subcommittee: I am Steve Luparello, Vice Chairman of the Financial Industry Regulatory Authority, or FINRA. On behalf of FINRA, I would like to thank you for the…

When a company (the “Company“) is considering submitting a listing application to list its common shares for trading on the NYSE MKT LLC (formerly AMEX, “NYSE MKT”) there are certain requirements that need to be fulfilled.  This blog post summarizes the listing and corporate governance requirements and listed company fees of NYSE MKT for common…

Publishing Quotations of Securities in Interdealer Quotation Systems: Requirements for Brokers and Dealers Brokers and dealers are required to follow specific procedures prior to publishing quotations of OTC equity securities or submitting quotations for publication in any interdealer quotation system. Rule 15c2-11 (17 CFR 240.15c2-11, under the Securities and Exchange Act of 1934) and FINRA Rule…

How a Public Company Changes its Fiscal Year Are you thinking of changing your fiscal year-end?  It can be expensive.  When a public company wants to change its fiscal year it is an event that needs to have an 8-k filed.  On the Form 8-K a change in fiscal year is under Item 5.03, which…

The Continuing Work of Enhancing Small Business Capital Formation Commissioner Luis A. Aguilar Public Statement Issued by the U.S. Securities and Exchange Commission[1] Nov. 19, 2015 Thank you and good morning. Let me start by extending a warm welcome to the panel members and other participants, including those viewing by webcast, to today’s Government-Business Forum…

SEC Proposes Rules to Enhance Transparency and Oversight of Alternative Trading Systems FOR IMMEDIATE RELEASE 2015-261 Washington D.C., Nov. 18, 2015 —The Securities and Exchange Commission today announced it has voted to propose rules to enhance operational transparency and regulatory oversight of alternative trading systems (ATSs) that trade stocks listed on a national securities exchange…

Remarks at the 34th Annual Current Financial Reporting Issues Conference Commissioner Michael S. Piwowar New York, New York Nov. 16, 2015 Thank you, Linda [Zukauckas], for that wonderful introduction. I appreciate the opportunity to discuss a few thoughts on the current and future state of financial reporting with you this afternoon.[1] As the conference brochure…

The SEC prepared a release with highlights of the recommended final Regulation Crowdfunding rules  The recommended rules would, among other things, enable individuals to purchase securities in crowdfunding offerings subject to certain limits, require companies to disclose certain information about their business and securities offering, and create a regulatory framework for the intermediaries facilitating crowdfunding…

Does Regulation A+ provide an easier route to file suit against an issuer for material misstatements or omissions in connection with an offer or sale of securities under Section 12(a)(2) of the Exchange Act, compared to an offering under Regulation D? Yes! Here is an excerpt of an on point law firm memo published by…

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