Monthly Archives: April 2019

SEC Charges Two Celebrities with Unlawfully Touting Initial Coin Offerings

On November 29, 2018, the Securities and Exchange Commission (“SEC”) charged two celebrities with unlawfully [...]

What is a general solicitation?

General Solicitation is the act of marketing a capital raise publicly. Rule 506(b) of Regulation [...]

What is an “exemption from registration?”

Regulation D’s Rule 504 and Rule 506 grant exemptions from registration if different requirements are [...]

Part 1: What is an Opportunity Zone Fund?

The 2017 Tax Cuts and Jobs Act established a section of the tax code that [...]

Opportunity Zone Funds

Part 1: What is an Opportunity Zone? The 2017 Tax Cuts and Jobs Act established [...]

Is posting a PPM online behind a password protected website count as a general solicitation? Twist: Does it matter if unaccredited investors can obtain a password and register for such a website?

Preparing a Private Placement Memorandum(PPM) that provides full and fair disclosure of the material aspects [...]

Primary and Secondary Markets

There are two different settings in which securities transactions occur. The first, the seller of [...]

What Happens if I Receive an SEC Subpoena?

What to do When You Are Flagged by the SEC and Receive an SEC Subpoena [...]

SEC Charges Promoter with Penny Stock Market Manipulation Scheme

The Securities and Exchange Commission (“SEC”) charged a public company promoter and his company with [...]