Compare Regulation A+ and Regulation Crowdfunding (Reg CF) to identify the best route for your company’s capital raise, while managing SEC shareholder thresholds and avoiding premature public registration.Read More

Learn how to determine if your company qualifies as a Foreign Private Issuer (FPI) under SEC rules. Understand the 50% U.S. shareholder test, “look-through” rule, and operational criteria for maintaining FPI status — and why IFRS reporting can be a major advantage for non-U.S. companies.Read More

Learn how the SEC’s Section 12(g) registration threshold works — including the 2,000 / 500 shareholder rule, $10 million asset test, and key exemptions for Foreign Private Issuers (FPIs), Regulation A+ (Reg A Plus), and Regulation Crowdfunding (Reg CF)Read More

The federal government shutdown, which began on October 1, 2025, continues to pose significant operational challenges for capital markets participants. While the Securities and Exchange Commission (SEC) is mandated to continue core functions related to the protection of property, the vast majority of its personnel, particularly within the Division of Corporation Finance (Corp Fin), remain...Read More

For investors and legal counsel dealing with a Canadian public company, it’s crucial to understand a key fact: some Canadian issuers are subject to U.S. SEC reporting requirements. The obligation to file a Schedule 13D or 13G applies to Canadian companies that have become SEC reporting companies by virtue of having a class of their...Read More

The SEC has rolled out EDGAR Next, a major upgrade to its filing system. It started on March 24, 2025, and it changes how companies and individuals file with the SEC. Whether you’re an issuer, an SEC filer, or part of a legal team, grasping these changes isn’t merely a technicality; it’s essential for compliance...Read More

For U.S. companies seeking to raise capital and gain public visibility without the full complexities of a traditional IPO, Regulation A+ (Reg A+) offers a powerful pathway. This exemption allows issuers to tap into a broad investor base, including both accredited and retail investors. However, securing capital is only half the battle; ensuring post-offering liquidity...Read More

If you are a Canadian company with sights set on the immense U.S. capital markets, there’s a compelling alternative to the traditional, often daunting, U.S. Initial Public Offering (IPO): the U.S. Securities and Exchange Commission’s (SEC) Regulation A+. Often hailed as a “mini-IPO,” this framework offers a streamlined and effective pathway for Canadian issuers to...Read More

For marketing and promotional firms working with non-U.S. companies on investor relations (IR) campaigns in the United States, understanding U.S. securities laws and market regulations is not just important – it’s critical. Firms engaging in this specialized area must navigate a complex regulatory landscape to effectively promote their clients while staying compliant and avoiding significant...Read More

Crowdfunding Under Regulation CF: A Path to Capital, and Alternatives for Canadian Issuers Crowdfunding has emerged as a powerful tool for businesses to raise capital, leveraging the internet and social media to connect with many investors for relatively small individual investments. The Jumpstart Our Business Startups (JOBS) Act of 2012 introduced Section 4(a)(6) of the...Read More