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Securities and Exchange Commission (SEC) Securities Blue Sky Laws

Allen Matkins

When Do Blue Sky Laws Apply?

Allen Matkins on

In my experience, many securities lawyers are well versed in the federal securities laws, but have little experience with state securities laws.  This is understandable because federal law in many cases preempts state...more

A&O Shearman

Second Circuit Affirms District Court’s Decision Determining That Term Loan Notes Were Not “Securities” Subject To Securities Laws...

A&O Shearman on

On August 24, 2023, the United States Court of Appeals for the Second Circuit affirmed a decision by the United States District Court for the Southern District of New York dismissing claims brought under state securities laws...more

A&O Shearman

Southern District Of New York Holds Syndicated Term Loan Notes Sold To Buyers Are Not "Securities"

A&O Shearman on

On May 22, 2020, Judge Paul G. Gardephe of the United States District Court for the Southern District of New York dismissed a complaint asserting claims under state blue-sky laws as well as common-law claims against financial...more

Hutchison PLLC

Financing Your Startup with Security: Securities Law Basics

Hutchison PLLC on

If your company plans to raise money by selling stock or convertible notes (also known as “securities”), then your company must comply with federal and state securities laws. If not, the company and its promoters could become...more

Allen Matkins

When To Worry About Blue Sky Laws

Allen Matkins on

Recently, I came across a very helpful table on the SEC's website. The table illustrates which offerings exempt from Section 5 of the Securities Act may be subject to state registration or qualification requirements...more

Stinson - Corporate & Securities Law Blog

U.S. House of Representatives Pass the Accelerating Access to Capital Act

Earlier today, the U.S. House of Representatives passed the Accelerating Access to Capital Act aimed at facilitating the formation of capital for U.S. small businesses. The measure is a package of three bills: H.R. 4850 –...more

Stinson - Corporate & Securities Law Blog

OTC Markets, Inc. Asks SEC To Open Regulation A+ to Reporting Issuers

On June 6, 2016, the OTC Markets Group Inc., the entity operating three major over-the-counter marketplaces (“OTC”), submitted a rulemaking petition to the SEC. The petition asked the SEC to amend Regulation A+ to allow...more

Bradley Arant Boult Cummings LLP

SEC Adopts Regulation A+

Newly adopted exemption to securities registration requirements may offer new capital raising opportunities for developing companies - A company that seeks to raise capital by offering or selling securities to potential...more

Adler Pollock & Sheehan P.C.

Glossary of Important Securities Regulation Terms and Definitions

This Glossary is designed to provide law students taking Securities Regulation with a tool that will assist them in learning the basic language of securities law and achieve a working knowledge of the fundamental principles...more

Carlton Fields

Still Threatened: Arbitration Clauses in Securities Customer Agreements

Carlton Fields on

In a report to Congress released in March, the Consumer Financial Protection Bureau (CFPB) takes aim at consumer agreements that require disputes to be resolved by arbitration. The CFPB generally does not have...more

K&L Gates LLP

Bad Actors

K&L Gates LLP on

On July 10, 2013, the Securities and Exchange Commission (“SEC”) adopted amendments to Rule 506 of Regulation D (“Reg D”) that, among other things, prohibit issuers of securities from relying on Reg D if “bad actors” are...more

Allen Matkins

Does The SEC’s Regulation A Proposal Defy Congress’ Clear Intent?

Allen Matkins on

This week’s announcement by the Securities and Exchange Commission that it is proposing amendments to update and expand Regulation A has attracted quite a bit of attention. David Lynn writing in Broc’s Blog took special note...more

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