Before a company can go public, it must file a registration statement with the U.S. Securities and Exchange Commission (SEC). This filing provides potential investors with critical information needed to make informed investment decisions. Investors expect transparency regarding a company’s history, financial condition, market position, and—importantly—its anticipated future performance. Forward-looking statements are designed to address…
Continue reading ›Articles Posted in Registration Rules
What Is a Mandatory Arbitration Provision? A mandatory arbitration provision requires investors to arbitrate claims arising under the federal securities laws with the issuer of the securities, rather than pursuing those claims in federal court. In the context of an SEC registration statement, this is commonly referred to as an issuer-investor mandatory arbitration provision. According to…
Continue reading ›What Are Pay Versus Performance Disclosure Rules? Public companies are required under U.S. Securities and Exchange Commission (SEC) rules to periodically provide transparent disclosures to investors and the public regarding executive compensation, partcularly when compensation is tied to equity awards such as stock and stock options. These requirements are collectively referred to as equity plan disclosure…
Continue reading ›Regulation D’s Rule 504 and Rule 506 grant exemptions from registration if different requirements are met. Rule 504 Rule 504 of Regulation D provides an exemption from registration for a 12-month period on the offer and sale of up to $5,000,000.Rule 504 permits general offerings and solicitations so long as they are restricted to accredited…
Continue reading ›



