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

Navigating Rule 506(c) Private Placement Transactions: Understanding the Latest SEC Guidance Rule 506 of Regulation D is a cornerstone for private placement transactions in the U.S., offering issuers a crucial exemption from the extensive registration requirements of the Securities Act of 1933. Within Rule 506, subsection (c) stands out by permitting issuers to broadly solicit...Read More

Navigating Rule 144 and Section 4(a)(1) for Securities Resale For companies and their shareholders, the ability to freely trade securities is paramount. However, certain securities, particularly those issued in private placements or held by affiliates, often bear restrictive legends that prevent their public resale without registration under the U.S. Securities Act of 1933. Rule 144...Read More