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Reporting Obligations under the Securities Exchange Act of 1934

Become a 1934 Act reporting company is this important because you must file K’s, Q’s and 8-K’s; become subject to the insider trading system, including the short swing profits limitations of section 16(b) and ownership reports including Schedule 13-D and ownership reports on Forms 3, 4 and 5; and are subject to all of the proxy rules. Filing all these reports is expensive.

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SEC Advisory Committee on Small and Emerging Companies: Specialized Disclosure Requirements

The Committee simply asked the Commission, as it deems appropriate, to share with the Committee on Banking, Housing and Urban Affairs of the Senate and the Committee on Financial Services of the House of Representatives this Committee’s belief that such disclosure requirements, particularly those relating to conflict minerals and payments by resource extraction issuers, are outside of the scope of the mission of the Commission, impose disproportionate costs on small businesses without generating information useful for investors to make an informed investment decision, and have a negative effect on capital formation.

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