Securities Compliance

Securities Compliance

Strict compliance with securities laws is critical to your business. Securities laws compliance builds investor trust in your company so you can leverage your company’s equity to finance and grow your business. Following securities laws also mitigates the risk of costly government sanctions, which can have a devastating effect on the well-being of your company. Navigating the complex rules can be challenging for small businesses. Our attorneys can guide you through the regulatory landscape, helping you take the right steps with precision and confidence.

Securities Laws and Regulations

The Securities and Exchange Commission (“SEC”) sets federal regulations and securities laws to create an open, competitive market and protect market users and their capital from fraud and deceptive practices. In addition to these federal rules, states set “Blue Sky” securities laws that require companies making offerings of securities to register within that state before the securities can be sold. Registration and compliance with these state rules let a company operate safely and efficiently within that state.

Companies must also know the rules set forth by self-regulatory organizations such as FINRA. These independent regulators oversee all publicly traded companies. FINRA requires complete disclosure about the investment product before purchase and requires anyone who sells a securities product to be tested, qualified, and licensed. FINRA governs certain parts of public offerings, and certain mechanics of the public markets like name and symbol changes through filing and registration under FINRA’s Corporate Financing Rules.

Our attorneys relieve the burden of understanding the intricacies of these laws and regulations so you can focus on the success of your business.

Securities Offerings

Whether it is an Initial Public Offering or other public or private securities offering, compliance is essential to protecting a company and its officers and directors from liability and other sanctions. We provide comprehensive support through this process, helping to determine the best structure for the transaction; coordinate with company executives, in-house legal team, and auditors; and prepare the documents and disclosures to help ensure all legal requirements are met.

Ongoing Compliance and Reporting

Compliance does not stop with one filing. Companies have ongoing reporting and disclosure obligations. Public companies must regularly file reports summarizing their financial condition. Form 10-Q is filed quarterly and Form 10-K – including audited financial statements – is filed on an annual basis. A Super 8-K and other forms may be needed if a major development has occurred such as a tender offer or merger or acquisition.

Whenever proposals are submitted to shareholders for a vote, companies must also make certain disclosures in a proxy statement pursuant to SEC proxy rules.

States may also have ongoing filing requirements.

How We Help

Securities regulatory requirements are burdensome but essential to avoiding an SEC enforcement action. Our attorneys can lighten the load, by helping you stay up to date with filing obligations and follow an ever-changing array of regulations.

Contact us for a consultation to discuss how we can help your business.