Securities Lawyers Gone Wild l Three-Time Felon & Lawyer Indicted

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April 6, 2014, Texas attorney Richard Plato was  indicted  for mail fraud and securities fraud.

Plato is a disbarred attorney who has been convicted in three separate criminal cases, including money laundering and wire fraud in the collapse of a large Florida insurer.  

The indictment of Plato by a Texas grand jury is for seven counts of mail fraud and two counts of securities fraud. Richard Plato, the owner of Momentum Production Corp. of Baytown, allegedly

Form S-8 Registration Statements Q & A

A. Form S-8 (“Form S-8”) is a short-form registration statement under the Securities Act of 1933, as amended (the “Securities Act”).  Most companies use Form S-1 in going public transactions when conducting a direct public or initial public offering (“IPO”).

Form S-1 registration statements require complete and comprehensive disclosures of the issuer’s business, finances and management functions as a prospectus for investors in an initial public offering. It’s also the most time-consuming registration statement to prepare because of the expansive disclosures required.

OTC Pink Sheet l Question and Answer

Q. What are the benefits of  listing on the OTCMarkets OTC Pink Sheets?

A.  There are a couple of benefits for companies opting to list on the OTC Pink Sheets.

Pink Sheet listings are much less expensive and the disclosure requriements are less stringent than a listing on the OTCMarkets OTCQB because audited financial statements are not required.  Despite that audited financial statements are not required, issuers who publish the information required by the OTCMarkets Pink Sheet Disclosure Guideslines provide transparency to investors and comply with SEC Rule 15c-211.

Rule 506(C) Verification of Accredited Investor Status

Rule 506(c) of Regulation D of the Securities Act became effective on September 23, 2013.   The rule fundamentally changes how private placements are conducted, by allowing issuers to engage in general solicitation and advertising of their private placements if specific requirements are met.

The SEC has confirmed that the Rule 506(c) exemption will not be forgiving for issuers who engage in general solicitation but fail to comply with its requirements.Even one sale to a non-accredited investor in s private placement will prevent the issuer from relying upon the exemption, making it a time bomb for issuers who fail to adopt proper compliance methods for their offerings.