Dodd-Frank.com

Overstock.com to Sell Securities Using Bitcoin Blockchain Technology

By

Overstock.com has filed this Form S-3 which proposes to sell securities using Bitcoin blockchain technology.  The S-3 has not yet been declared effective. First question: What the heck in blockchain technology?  CFTC Commissioner J. Christopher Giancarlo described it as follows: “The 20th century underpinnings of the current “closed ledger” financial system are... Read More

Topics: Banking, Broker-Dealer, Derivatives, Public Companies and Securities

Crowdfunders and Crowdfunding Service Providers Beware

By

If you are planning to move into the crowdfunding consulting or platform area make sure you are familiar with the SEC broker-dealer rules, which require registration before performing broker-dealer services.  If you plan on crowdfunding an equity offering, you want to make sure all of your service providers are properly... Read More

Topics: Broker-Dealer, Crowdfunding, Litigation, Public Companies and Securities

SEC Preparing to Move Forward on Accredited Investor Definition

By

SEC Chair Mary Jo White gave testimony before the House of Representatives Committee on Financial Services.  Ms. White stated the staff is “engaged in a comprehensive review of the “accredited investor” definition. That review and the feedback received through that process will inform the SEC’s consideration of whether to change the... Read More

Topics: Broker-Dealer, Crowdfunding, Investment Advisers, Public Companies and Securities

SEC Finalizes Regulation Crowdfunding – Additional Funding Portal Requirements

By

The United States Securities and Exchange Commission has issued final rules on Regulation Crowdfunding. This post analyzes the “Additional Funding Portal Requirements” and “Miscellaneous” sections of the SEC’s adopting release. Additional Funding Portal Requirements Registration Requirement Securities Act Section 4A(a)(1) requires that an intermediary facilitating a transaction made in reliance... Read More

Topics: Broker-Dealer, Crowdfunding, Public Companies and Securities

MSRB Considering T+2 for Munis

By

The Municipal Securities Rulemaking Board, or MSRB, is seeking public comment on a proposal to facilitate shortening the settlement cycle for transactions in municipal securities in response to a securities industry-led initiative to shift the current settlement cycle for all fixed-income and equity securities from T+3 (trade date plus three... Read More

Topics: Broker-Dealer

SEC Finalizes Regulation Crowdfunding — Intermediary Requirements

By

The Securities and Exchange Commission issued final rules to implement the equity crowdfunding provisions under the JOBS Act on October 30, 2015, termed Regulation Crowdfunding.  This post analyzes the rules and requirements under Regulation Crowdfunding that apply to the intermediaries that facilitate the offerings. Intermediaries and Requirements Section 4(a)(6)(C) of... Read More

Topics: Broker-Dealer, Crowdfunding, Investment Advisers

SEC Finalizes Regulation Crowdfunding – Issuer Requirements

By

The United States Securities and Exchange Commission has issued final rules on Regulation Crowdfunding. This post analyzes the “Issuer Requirements” section of the SEC’s adopting release. Issuer Requirements Offering Statement Disclosure Requirements The final rules under Regulation Crowdfunding create new Form C that issuers will use to file the required... Read More

Topics: Broker-Dealer, Crowdfunding, Investment Advisers

SEC Finalizes Regulation Crowdfunding — Capital Raising and Investment Limitations

By

The United States Securities and Exchange Commission has issued final rules on Regulation Crowdfunding. The final rules and forms are effective 180 days after publication in the Federal Register, except provisions related to Form Funding Portal and the amendments to Form ID are effective January 29, 2016. This post summarizes... Read More

Topics: Broker-Dealer, Crowdfunding, Investment Advisers