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Search Results - Rule 506

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Showing 1 to 21 of 21 Articles matching 'Rule 506' in related articles.
Pages: 1

1. Rule 506 - Public Placements
November 21, 2013

On July 10, 2013, the SEC adopted final rules as required by Title II of the JOBS Act, which directed the SEC to eliminate the ban on general solicitation and advertising for certain offerings conducted under 506(c) Regulatino D of The Securities Act of 1933, (the "Securities Act") provided the securities are sold only to accredited investors. Rule 506(c) will become effective in less than a month, on September 23, 2013. The rule fundamentally changes how private placements will be conducted, by allowing issuers to engage in general solicitation and advertising if specific requirements are ... (read more)

Author: Brenda Hamilton

2. Public Placements Under Rule 506(C)
September 30, 2013

Rule 506(c) will become effective in less than a month, on September 23, 2013. The rule fundamentally changes how private placements will be conducted, by allowing issuers to engage in general solicitation and advertising if specific requirements are met. The SEC has confirmed that the Rule 506(c) exemption will not be forgiving for issuers who engage in general solicitation but fail to comply with its requirements.Even one sale to a non-accredited investor will prevent the issuer from relying upon the exemption, making it a time bomb for issuers who fail to adopt proper compliance methods for... (read more)

Author: Brenda Hamilton

3. The EB-5 Program After Rule 506 Of The JOBS Act
September 25, 2013

The EB-5 visa program was created by the U.S. Congress as part of the Immigration Act of 1990 to stimulate the U.S. economy through job creation and capital investment by foreign investors. Under the EB-5 program, foreign investors can obtain EB-5 visas designated by the U.S. Citizenship and Immigration Services (USCIS) to gain lawful residency in the U.S. for themselves and their immediate family in exchange for a capital investment of at least $500,000 in a qualified U.S. business enterprise. When securities are offered to foreign investors pursuant to the EB-5 program, Rule 506 o... (read more)

Author: Valeri Martina

4. General Solicitation in Rule 506 Private Placements
September 22, 2013

The Securities Act of 1933 (the "Securities Act") provides for a private offering exemption from federal securities registration which is increasingly being used by both private and public companies to raise capital during market downturns and in times of market uncertainty. While the term "private offering" leaves much to the imagination, the Securities Act provides substantial guidance about the circumstances in which an offering will be deemed private. A key component of a private placement offering is that there can be no general solicitation or advertising of the offering. The most com... (read more)

Author: Brenda Hamilton

5. The EB-5 Program After Rule 506 Of The JOBS Act
September 15, 2013

The EB-5 visa program was created by the U.S. Congress as part of the Immigration Act of 1990 to stimulate the U.S. economy through job creation and capital investment by foreign investors. Under the EB-5 program, foreign investors can obtain EB-5 visas designated by the U.S. Citizenship and Immigration Services (USCIS) to gain lawful residency in the U.S. for themselves and their immediate family in exchange for a capital investment of at least $500,000 in a qualified U.S. business enterprise. When securities are offered to foreign investors pursuant to the EB-5 program, Rule 506 o... (read more)

Author: Brenda Hamilton

6. Investor Relations And Rule 506(C)
September 10, 2013

Investor relations also known as stock promotion involves the publication of information about a public company to increase its stock price and trading volume. The person who publishes this information is sometimes referred to as a "Stock Promoter". Stock Promoters use a variety of media including blogs, spam email, internet and direct mail newsletters, stock websites and press releases. While investor relations activities are not per se illegal, Stock Promoters are often the target of securities enforcement actions. With the new rules allowing general solicitation in Rule 506... (read more)

Author: Brenda Hamilton

7. Rule 506 Changes Securities Offerings
September 08, 2013

Rule 506(c) fundamentally changes how private placements will be conducted, by allowing issuers to engage in general solicitation and advertising if they comply with the Rule's specific requirements. The advantages offered by Rule 506(c) are significant for issuers who comply with its inflexible but adaptable requirements. In order to ensure smooth sailing and compliance with the new rule, issuers should understand certain basic requirements of the exemption. The Checklist below sets forth the most significant items the issuer should know about Rule 506(c). Rule 506(c) Is Not Forg... (read more)

Author: Brenda Hamilton

8. Rule 506 Changes Securities Offerings
September 07, 2013

Rule 506(c) fundamentally changes how private placements will be conducted, by allowing issuers to engage in general solicitation and advertising if they comply with the Rule's specific requirements. The advantages offered by Rule 506(c) are significant for issuers who comply with its inflexible but adaptable requirements. In order to ensure smooth sailing and compliance with the new rule, issuers should understand certain basic requirements of the exemption. The Checklist below sets forth the most significant items the issuer should know about Rule 506(c). Rule 506(c) Is Not Forg... (read more)

Author: Valeri Martina

9. Investor Relations And Rule 506(C)
September 02, 2013

Investor relations also known as stock promotion involves the publication of information about a public company to increase its stock price and trading volume. The person who publishes this information is sometimes referred to as a "Stock Promoter". Stock Promoters use a variety of media including blogs, spam email, internet and direct mail newsletters, stock websites and press releases. While investor relations activities are not per se illegal, Stock Promoters are often the target of securities enforcement actions. With the new rules allowing general solicitation in Rule 506... (read more)

Author: Valeri Martina

10. Rule 506 And The JOBS Act
September 02, 2013

Rule 506(c) fundamentally changes how private placements will be conducted, by allowing issuers to engage in general solicitation and advertising if they comply with the Rule's specific requirements. The advantages offered by Rule 506(c) are significant for issuers who comply with its inflexible but adaptable requirements. In order to ensure smooth sailing and compliance with the new rule, issuers should understand certain basic requirements of the exemption. The Checklist below sets forth the most significant items the issuer should know about Rule 506(c). Rule 506(c) Is Not Forg... (read more)

Author: Brenda Hamilton

11. Rule 506 And The JOBS Act
September 01, 2013

Rule 506(c) fundamentally changes how private placements will be conducted, by allowing issuers to engage in general solicitation and advertising if they comply with the Rule's specific requirements. The advantages offered by Rule 506(c) are significant for issuers who comply with its inflexible but adaptable requirements. In order to ensure smooth sailing and compliance with the new rule, issuers should understand certain basic requirements of the exemption. The Checklist below sets forth the most significant items the issuer should know about Rule 506(c). Rule 506(c) Is Not Forg... (read more)

Author: Valeri Martina

12. Requirements of Form D
August 31, 2013

The most common exemptions used by companies to sell stock prior to going public are those found in Regulation D of the Securities Act. Many private companies going public do not realize that a filing with the SEC is required even for offerings to initialshareholders in private placements made under Regulation D. This blog post addresses common questions we receive about Form D's requriements. Q. What Is a Form D? A. Form D is a notice of an exempt offering of securities in reliance upon Regulation D (or Section 4(6) of the Securities Act). Q. What securities offerings require a Form ... (read more)

Author: Brenda Hamilton

13. Bad Actor Rule Becomes Effective
August 27, 2013

Companies seeking to raise capital through the sale of securities must either register the securities offering with the SEC or rely on an exemption from registration. Rule 506 of Regulation D is the most widely-used exemption from registration. In 2010, Congress passed the Dodd-Frank Wall Street Reform and Consumer Protection Act. Section 926 of the Dodd-Frank Act requires the SEC to adopt rules that would prohibit the use of the Rule 506 exemption for any securities offering in which certain felons and other bad actors are involved. The new provisions prohibit issuers as well as underwrite... (read more)

Author: Brenda Hamilton

14. Rule 506 Of Regulation D
August 25, 2013

To offer and sell securities in the United States, an issuer must comply with the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), or must offer and sell the securities pursuant to an exemption from the registration statement requirements. A commonly used private offering exemption is Rule 506 of Regulation D. Rule 506 is a non-exclusive "safe harbor" for the statutory exemption provided by Section 4(2) of the Securities Act. The Rule 506 exemption is often used by issuers who engage in go public direct transactions and conduct underwritten and direct... (read more)

Author: Brenda Hamilton

15. A New Crowdfunding Watchdog in Massachusetts
August 15, 2013

Consumer watchdogs and the Securities and Exchange Commission ("SEC") as well are aware that certain provisions of the new Rule 506 created in connection with the JOBS Act could encourage fraud if not effectively policed, resulting in significant losses for non-accredited investors who choose to participate in 506 offerings. These provisions include those making advertising and general solicitation permissible, and those allowing "crowdfunding" initiatives. Crowdfunding is a relatively new word used to describe fundraising efforts to which large numbers of people contribute relatively sm... (read more)

Author: Brenda Hamilton

16. The SEC's Blacklist Of Bad Actors ln Rule 506 Offerings - JOBS Act Series
August 10, 2013

On July 10, 2013, the SEC approved a rule banning the use of the Rule 506 exemption from securities registration if the issuer and bad actors had a "disqualifying event." The new ban on bad actors becomes effective 60 days after publication in the federal register. The Rule 506 Bad Actor Blacklist The SEC's final disqualification rule for 506 offerings covers the issuer, including its predecessors and affiliated issuers, as well as: ♦ Directors and certain officers, general partners, and managing members of the issuer. ♦ 20 percent beneficial owners of the issuer. &d... (read more)

Author: Brenda Hamilton

17. Rule 506 - Not for Bad Actors Anymore
August 03, 2013

On July 10, 2013, the Securities and Exchange Commission (the "SEC" or "Commission") adopted amendments to rules promulgated under Regulation D of the Securities Act of 1933, as amended (the "Securities Act") to implement Section 926 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"). The amendments to Rule 506 were originally proposed more than two years ago, on May 25, 2011. The final amendments to Rule 506 go into effect 60 days after their publication in the Federal Register. The amendments to Rule 506 include a new provision that prevents a bad acto... (read more)

Author: Brenda Hamilton

18. The JOBS Act l Rule 506 l The Colossal Exemption
August 01, 2013

On July 10, 2013, the Securities and Exchange Commission ("SEC") adopted a new rule to implement a JOBS Act requirement to lift the ban on general solicitation and general advertising for offerings conducted pursuant to Rule 506 of Regulation D under the Securities Act of 1933 (the "Securities Act") and allowing general solicitation in connection with securities offerings conducted under SEC Rule 144A. The SEC also approved final rules disqualifying securities offerings from relying on Rule 506 if they involve certain felons or other "bad actors". In addition to the final rules, the SEC pro... (read more)

Author: Brenda Hamilton

19. Rule 506 of Regulation D Requirements - Securities Lawyer 101- Go Public Blog
July 05, 2013

To offer and sell securities in the United States, an issuer must comply with the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), or must offer and sell the securities pursuant to an exemption from the registration statement requirements. A commonly used private offering exemption is Rule 506 of Regulation D. Rule 506 is a non-exclusive “safe harbor” for the statutory exemption provided by Section 4(2) of the Securities Act. The Rule 506 exemption is often used by issuers who engage in go public direct transactions and conduct underwritten and direct... (read more)

Author: Brenda Hamilton

20. Brought To You Through Princeton Business Alternatives
February 07, 2013

Rule 506 of Regulation D is considered a "safe harbor" for the private placement exemption of Section 4(2) of the Securities Act. Companies abiding by Rule 506 can raise an unlimited amount of fund. A company comes within the Section 4(2) exemption by fulfilling the following standards:· The company is prohibited to use general solicitation or advertising to market the securities;· The company must be accessible to answer questions by potential purchasers;· Financial statement necessities are the same as for Rule 505; andAmendmentsIn February 2008, the SEC adopted amendments to Form D, enta... (read more)

Author: Danny Callesen

21. SEC Seeks to Ban Bad Actors from 506 Offerings
February 06, 2013

The Securities and Exchange Commission (“SEC”) has proposed amendments to Regulation D that, if adopted, would ban certain “felons” and other “bad actors” from reliance on the exemption from securities registration provided under Rule 506 of Regulation D under the Securities Act of 1933 (the “Proposal”). The Proposal would also prohibit banned persons from claiming “covered securities” status for purposes of the preemption of state Blue Sky laws for Rule 506 offerings. Requirements of the Proposal Under the Proposal, covered persons (“Covered Persons”) cannot rely on the exemption fr... (read more)

Author: Brenda Hamilton

Pages: 1



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