Securities Lawyer Brenda Hamilton
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Securities Lawyer Brenda Hamilton
Hamilton & Associates focuses on securities law and assisting issuers who go public on the OTC Markets, NASDAQ and NYSE.
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Ask Securities Lawyer 101 l Short Sale Question & Answer - SEC Lawyers - Hamilton & Associates Law Group

Ask Securities Lawyer 101 l Short Sale Question & Answer - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
Short selling can be a legitimate trading strategy. It is often recognized for its positive effects on the securities markets, which ...
Go Public 101's insight:

Short selling can be a legitimate trading strategy. It is often endorsed for its beneficial effects on the securities markets, which include increasing liquidity. It is also criticized. Short sellers profit by identifying companies that are weak or overvalued, and companies whose shares have been manipulated to rise to artificially high share prices.  The most widely misunderstood aspect of short selling is under what circumstances it becomes illegal.  Over the past few weeks we have been bombarded with questions concerning the activities of various short sellers and their broker-dealers and created this blog post to address some of those questions.

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SEC Charges Laidlaw and Its CEO for Securities Violations - SEC Lawyers - Hamilton & Associates Law Group

SEC Charges Laidlaw and Its CEO for Securities Violations - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
On June 5, 2013, the Securities and Exchange Commission charged penny stock issuer, Laidlaw Energy Group. According to the SEC, Laidlaw ...
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On June 5, 2013, the Securities and Exchange Commission (the “SEC”) charged penny stock issuer, Laidlaw Energy Group.   According to the SEC, Laidlaw and its CEO, Michael B. Bartoszek sold more than two billion unregistered and non-exempt shares of Laidlaw’s common stock in 35 issuances to three commonly controlled buyers at heavily discounted prices. Laidlaw received $1.2 million in proceeds.

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FINRA Granted Authority to Initiate Trade & Quotation Halts - SEC Lawyers - Hamilton & Associates Law Group

FINRA Granted Authority to Initiate Trade & Quotation Halts - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
Recent SEC amendments to FINRA Rule 6440, grant authority for FINRA to initiate trading and quotation halts in OTC equity securities where ...
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Recent SEC amendments to FINRA Rule 6440, grant authority for FINRA to initiate trading and quotation halts in OTC equity securities when it is deemed necessary to protect investors.   As amended, Rule 6440 grants FINRA the authority to impose foreign regulatory halts, derivative halts and extraordinary halts.

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Reverse Mergers l The Corporate Hijacking Agenda - SEC Lawyers - Hamilton & Associates Law Group

Reverse Mergers l The Corporate Hijacking Agenda - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
Go Public 101's insight:

Corporate hijackings of public shell companies–also called corporate identity  theft–has been around for more than two  decades.  The public companies taken over in hijackings have become a valuable assets for shell peddlers (frequently securities lawyers & accountants)  seeking reverse merger companies for their clients. They have also become a new target for the SEC.

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Foreign Private Issuers l Choice of SEC Registration Statement - SEC Lawyers - Hamilton & Associates Law Group

Foreign Private Issuers l Choice of SEC Registration Statement - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
Go Public 101's insight:

The securities laws provide numerous benefits to issuers who qualify as foreign private issuers including but not limited to reduced disclosure obligations and relaxed financial statement requirements.

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On May 14, 2012, the Securities and Exchange Commission suspended trading in the securities of 379 dormant companies. The SEC’s release provided that suspensions were necessary to prevent the dorma...

On May 14, 2012, the Securities and Exchange Commission suspended trading in the securities of 379 dormant companies. The SEC’s release provided that suspensions were necessary to prevent the dorma... | Securities Lawyer Brenda Hamilton | Scoop.it
On May 14, 2012, the Securities and Exchange Commission suspended trading in the securities of 379 dormant companies.
Go Public 101's insight:

The existence of empty shell companies can be a financial boon to stock manipulators who will pay as much as $750,000 to assume control of the company in order to pump and dump the stock for illegal proceeds to the detriment of investors.

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NASDAQ Alternative Listing Standards For Reverse Merger Issuers - Securities Lawyer 101 Blog - SEC Lawyers - Hamilton & Associates Law Group

NASDAQ Alternative Listing Standards For Reverse Merger Issuers - Securities Lawyer 101 Blog - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
Go Public 101's insight:

The solution for issuers seeking to list on NASDAQ is for the issuer to file a registration statement under the Securities Act of 1933.

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Ask Securities Lawyer 101 l Rule 506 Question and Answer - SEC Lawyers - Hamilton & Associates Law Group

Ask Securities Lawyer 101 l Rule 506 Question and Answer - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
Private placements provide private companies to raise capital prior to a going public transaction. ...
Go Public 101's insight:

Private placements are a cost effective and relatively quick way for private companies to raise capital prior to a going public transaction. They are an appealing option because they are much less expensive and do not require as much time as an initial public offering or registration statement. The most commonly used exemption in private placements is Rule 506 of Regulation D. This blog post addresses the common questions we receive about private placement offerings made in reliance upon Rule 506.

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- SEC Lawyers - Hamilton & Associates Law Group

- SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
On May 16, 2013 the Securities and Exchange Commission (the "SEC") updated its Established Public Market policy concerning the OTCMarkets ...
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On May 16, 2013 the Securities and Exchange Commission (the “SEC”) updated its Established Public Market policy concerning the OTCMarkets OTCQX and OTCQB in its Compliance and Disclosure Interpretations in question 139.13.

The SEC confirmed that the OTCMarkets OTCQX and OTCQB are now considered “established public markets” for the purpose of determining the public market price when registering securities for resale with the SEC in equity line financings.

The SEC’s decision comes after a deca

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Ask Securities Lawyer 101 l Rule 144 Non-Affiliate Question & Answer - SEC Lawyers - Hamilton & Associates Law Group

Ask Securities Lawyer 101 l Rule 144 Non-Affiliate Question & Answer - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
What is Rule 144?
Under Section 5 of the Securities Act of 1933, as amended (the “Securities Act”), requires that all offers and sales of securities be registered under the Securities Act or exempt from registration.
Go Public 101's insight:

What is Section 5 of the Securities Act of 1933?

Section 5 of the Securities Act states that all offers and sales of securities must be registered under the Securities Act or exempt from the registration requirements.

What is the “safe harbor” of Rule 144?

Rule 144 provides a transactional exemption from the registration requirements of Section 5, if certain requirements are met.

What are the requirements for non-affiliates to rely upon the under Rule 144 safe harbor?

The conditions of the Rule 144 safe harbor are: (i) adequate current public information with respect to the issuer, (ii) a holding period for restricted securities, and (iii), in the case of affiliates’ sales, certain volume limitations and manner of sale requirements. In addition, there may be a notice requirement if the amount of securities sold exceeds certain amounts.

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How FINRA Rule 6490 lmpacts Reverse Mergers - SEC Lawyers - Hamilton & Associates Law Group

How FINRA Rule 6490 lmpacts Reverse Mergers - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
Go Public 101's insight:

FINRA Rule 6490, has evolved since it was enacted over two years ago. For some time, FINRA has required that issuers provide expansive disclosures and supporting documentation not only for the corporate change subject to the notice but for the company’s entire corporate history from inception.

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Raising Capital l Regulation S l Foreign Private Issuers - SEC Lawyers - Hamilton & Associates Law Group

Raising Capital l Regulation S l Foreign Private Issuers - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
Go Public 101's insight:

Foreign private issuers may raise capital in the U.S.  using an offering registered on a registration statement under the Securities Act or by selling securities that are exempt from the SEC’s registration requirements.  Many foreign issuers are not familiar with the regulations imposed by U.S. securities laws. As such, foreign private issuers must take significant precautions when offering and selling securities pursuant to an exemption from registration, to ensure compliance with state and federal securities laws.

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Regulation A & the JOBS Act - Securities Lawyer 101- Go Public Blog - SEC Lawyers - Hamilton & Associates Law Group

Regulation A & the JOBS Act - Securities Lawyer 101- Go Public Blog - SEC Lawyers - Hamilton & Associates Law Group | Securities Lawyer Brenda Hamilton | Scoop.it
On April 5, 2012, President Obama signed the Jumpstart Our Business Startups Act (the “JOBS Act”), which is intended to help smaller and ...
Go Public 101's insight:

The SEC may also require disqualification provisions with respect to Regulation A offerings similar to the regulations found in the recently enacted Dodd-Frank Wall Street Reform and Consumer Protection Act that prohibit felons and other “bad actors” from making Regulation D offerings.

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Jenna Rosenthal's curator insight, June 8, 2013 9:30 PM

When will the SEC make final rules?