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In one concise volume, the sixth edition of Securities Law and Practice Deskbook features step-by-step checklists that spotlight what you should and should not do as an adviser in the securities arena. This practical treatise enables you to help corporate entities:
•Deal effectively with the Securities Act registration process — focusing on the procedures, disclosure requirements, and documents involved, including the drafting of prospectuses and the due diligence necessary to ensure accuracy
•Handle registration and reporting under the Exchange Act, including the revisions made by the Sarbanes-Oxley, Dodd-Frank and JOBS Acts
•Issue securities under the various exemptions from Securities Act registration — including discussions of the latest changes to Regulation A, Regulation D and the newly-adopted “crowdfunding” regulations
•Handle resales of restricted and control securities — including a comprehensive Rule 144 “decision tree”
•Minimize liability risks under the Exchange Act — by understanding what triggers violations of Regulation FD, Rule 10b-5, Section 16(b) and the existing and proposed “clawback” rules relative to incentive based compensation
Securities Law and Practice Deskbook also covers the recent legislative, regulatory and judicial changes that:
•Allowed streamlined and confidential registration procedures for “emerging growth companies”
•Revised Regulation D, including allowing general solicitation in certain offerings and revising the net worth standard for qualification as an accredited investor; and expanded “bad actor” disqualification and disclosures
•Increased the SEC’s ability to impose penalties in cease-and-desist proceedings
•Heightened the requirements for bringing securities class actions under Rule 10b-5
•Significantly revised proxy disclosures and requirements relative to executive compensation (e.g., “say-on-pay”; “pay for performance” and “pay ratio” disclosure)
- Sales Rank: #2152280 in eBooks
- Published on: 2016-09-29
- Released on: 2016-09-29
- Format: Kindle eBook
Review
This is a book of answers. The information is presented in a concise, well-organized manner, and is written in plain English. . . . [It] is a must-have. --Arina Shulga, Business Law Post (blog)
About the Author
Gary M. Brown is the CEO of CMG Life Services Inc., a leading company in the life settlement industry, which he joined after a 31-year legal career during which he advised public companies on governance, securities, and other compliance issues. Prior to joining CMG, he also taught securities law at the Vanderbilt University School of Law and served as general counsel to the Ethics and Compliance Officer Association, the worlds largest group of ethics and compliance professionals. While in private law practice, he was recognized in both Best Lawyers in America and Chambers -- Americas Leading Business Lawyers.
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