In September of last year, the Securities and Exchange Commission (the “SEC”) adopted a new amendment to Rule 15c2-11 of the Securities and Exchange Act of 1934. The changes to Rule 15c2-11 are primarily concerned with the way companies traded Over the Counter (“OTC”) and are able to continuously be quoted by brokers using the…

What is the SEC?  The SEC (Securities and Exchange Commission) is a large independent agency of the United States federal government created after the Wall Street Crash of 1929. The crash brought on financial ruin for financiers and businessmen, and caused America’s GNP to drop by 15%. The stock market crash was the first fall…

The SEC charged Parallax for releasing misleading information about its Covid-19 diagnostic product to boost its stock price. On July 7th, 2020, the Securities and Exchange Commission (“SEC”) announced its charge[1] against Parallax Health Science Inc (“Parallax”), a public company traded on OTCMKTS (PRLX), with its former CEO Paul R. Arena and CTO Nathaniel T….

SEC Charge Against GadGuido. On June 30, 2021, the Securities and Exchange Commission (the “SEC”) charged[1] Bay Area finance employee Mounir N. Gad for leaking non-public information to his friend Nathan E. Guido, conducting three insider trades. In total, Guido obtained $51,700 illicit profit, $11,000 of which he sent to Gad. Without admitting or denying…

What is a Private Company? A private company is also known as a privately held company, is a company that does not offer its trade to the public stock market.  What a private company does do, is offer shares of their company privately by ownership, traded, or exchanged privately. Can the SEC Investigate a Private…

According to the SEC, “This law regulates investment advisers. With certain exceptions, this Act requires that firms or sole practitioners compensated for advising others about securities investments must register with the SEC and conform to regulations designed to protect investors.” The Investment Advisers Act of 1940 was passed to prevent another stock market crash. Passed…

Violating the Anti-touting Provision.  On July 14th, the Securities and Exchange Commission (“SEC”) charged[1] Blotics Ltd.(Blotics), a website operator based in the UK, for violating the anti-touting provision of the federal securities law. Blotics operated a once-popular digital asset securities offering platform, Coinschedule.com (“Coinschedule”), accessible to US investors from 2016 to 2019. The website charged…

The SEC Charged a Touted Real Estate Investor with Orchestrating Unregistered Offering with a Fraudulent Nature Unregistered offering by touted real estate investor.  On June 29, 2021, the Securities and Exchange Committee (the “SEC”) charged[1] Matthew J. Skinner for issuing unregistered securities in four fraudulent schemes through Empire West Equity Inc. and four other entities…

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…

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