‘Securities & Finance’ Archive

Last-Minute 10-K Tips March 23, 2011 No Comments

Most calendar-year companies are preparing to file their 10-Ks soon, if they have not already done so. Here are three basic things to make sure you double check: • The Economy: We’re officially out of the recession (we’re told), but the economy is in a peculiar state, with the recovery not exactly “roaring” and unemployment [...]

The Shareholder Say-on-Pay Frequency Vote: What Frequency Should a Board Recommend? March 1, 2011 3 Comments

This posting results from a series of posts and responses in the blogosphere regarding what a board should recommend when it comes to the “frequency vote” (the say-on-pay shareholder advisory vote) this proxy season.  Some context for this blogospheric brouhaha is in order: First, Mark Borges and Broc Romanek, both of whom are greatly respected [...]

Increased SEC Enforcement Activity Against Unregistered Broker-Dealers? September 28, 2009 No Comments

This summer, the SEC issued an administrative cease-and-desist order against RAM Capital Resources, LLC (“Ram Capital”) and two members/owners involved in the business of RAM Capital. [to read more, click on title above]

Regulation FD Guidance September 16, 2009 No Comments

In August 2009, the Corporation Finance division of the SEC published updated Compliance and Disclosure Interpretations (“C&DIs”) containing the staff’s interpretation of certain aspects of Regulation FD (the “Regulation FD C&DIs”). [to read more, click on the title above]

Rule 144 Summary and Cheat Sheet August 21, 2009 No Comments

Though amendments to Rule 144 went into effect over 18 months ago, the amended rules continue to create significant confusion. Below is a bullet point explanation of what “restricted securities” are, and a chart that may be used to determine the availability of Rule 144 for resale of restricted securities . . . [to read more, click on the title above]

The Use of Finders in Financing Transactions July 14, 2009 No Comments

Smaller reporting companies often have a difficult time attracting the interest of traditional investment banking firms. Moreover, management at smaller reporting companies frequently does not have significant experience raising capital. As a result, smaller reporting companies oftentimes find themselves working with “finders.” Who are “finders?”(read more) – Paul Chestovich