On March 22, 2012 Washington, DC, "Jumpstart Our Business
Startups" (JOBS) Act was passed by the Senate, following its passage on March
8, 2012 by the House of Representatives.
The purpose of the said legislation is to ease the
There is a growing movement to create a new crowdfunding
regime for raising capital. The models seem to draw inspiration from Kickstarter , a platform to fund creative
projects. I say that because each time I see a draft bill it talks about an
This post is the sixth in a series examining
the impact of the Jumpstart Our Business Startups Act (or JOBS Act) one year
after its passage and focuses on the provision instructing the SEC to create a
new securities registration exemption commonly...
Previous, I summarized the Entrepreneur
Access to Capital Act (H.R. 2930) , a bill which provides for a crowdfunding
exemption to the registration requirements of federal and state securities
laws. The bill was recently passed by the U.S. House of...
This last week, the Senate passed the " JOBS
Act ," leaving it one step away from final passage by Congress and Signature
by President Obama. The JOBS Act contains a number of provisions which
are aimed at reducing the securities compliance...
The SEC has now finalized the rules implementing
the Investment Advisers Act of 1940 (the " Advisers Act ") changes,
which had been issued in proposed form near the end of 2010 following
passage of the Dodd-Frank Act earlier that summer....
On May 3, 2011, I participated in the panel discussion
titled "Creative Alternative Financing - Crowdfunding & Crowdsourcing" at
the 2011 MBE Annual Meeting organized by New York & New Jersey Minority
Supplier Development Council. I...
One of the first major decisions the founder of a startup will need to make is regarding choice of entity. While there are numerous different forms of entities to choose from, the three most commonly utilized by startups are: limited liability company...
Courtesy of Itai Nevo , a partner in DLA Piper's Boston office , below is an informal survey of current
trends regarding single vs. double trigger stock option acceleration from DLA
Piper's Atlanta, Boston, Chicago, DC, Northern and Southern...
A year ago, President Obama signed the Jumpstart Our
Business Startups (JOBS) Act, a legislative product of rare bipartisan
collaboration that was intended to improve employment and make it easier for
smaller firms to raise private equity. (For an...
Tax planning can be challenging at any time of year, but this year may be more challenging than normal. As with any presidential election year, there is a lot of legislative uncertainty leading into 2013. Adding even more fuel to the fire, there are a...
On Thursday afternoon, the US Senate passed the Jumpstart
Our Business Startups Act, a bill designed to make it easier for small
companies to raise capital. The centerpiece of the legislation is the
crowdfunding provision. However, the Senate passed...
From a securities compliance perspective, when
you see an advertisement or an email seeking capital for an investment
opportunity there is most likely a problem. Now there is a bill in Congress
that would change that view.
When selling a security...
The Jumpstart Our Business Startups Act (the JOBS Act), enacted in April this year, makes a variety of significant changes to securities laws, some of which relate to early-stage entrepreneurs, startup companies and venture capitalists concerned about...
As we previously blogged ,
in June 2012 the SEC adopted final rules directing
national securities exchanges to establish listing standards relating to
compensation committees. The NYSE and Nasdaq have
now done so.
Our colleagues Christopher C....
I am frequently asked by entrepreneurs whether I think a
startup should ask potential investors to sign a non-disclosure agreement
(NDA). While the answer depends largely on the situation, my view is that
in most cases an NDA is unnecessary if the...
Investor confidence in EB-5 should be bolstered with the
breaking news released on February 8, 2013, that the Securities and Exchange
Commission (SEC) has charged the EB-5 project A Chicago Convention Center
(ACCC) and its principal Anshoo R. Sethi...
Private funds will be able to advertise and solicit for
investor, provided all of the investors are " accredited
investors ." The Jumpstart
Our Business Startups Act will dramatically change the way capital raising
for private funds operates...
As anticipated in our previous blogs , the SEC proposed rules to permit general solicitation and general advertising in Rule 506 and Rule 144A offerings. The release proposes to create a new Rule 506(c), in which the prohibition against general solicitation...
Earlier this week, I attended the TechNW 2011 conference organized by the Washington Technology Industry Association (WTIA). The
conference was very informative and full of interesting presenters and topics.
The corporate development panel discussion...
The SEC has now finalized the rules implementing the Investment Advisers Act of 1940 (the " Advisers Act ") changes, which had been issued in proposed form near the end of 2010 following passage of the Dodd-Frank Act earlier that summer. These...
The Facebook IPO is a pretty big deal
generally. Whether Facebook would go public stirred media frenzy and
Congressional testimony in the past year. Facebook's initial registration statement indicated it would be the
largest tech company IPO ever...
A reminder for startups that had incentive stock option
exercises in 2011, Section 6039 of the Internal Revenue Code requires companies
to furnish a written statement to any employee or former employee who either
(i) exercised an incentive stock option...
Ways and Means Committee Ranking Member Sander Levin
(D-MI) remains intent on increasing tax rates on carried interest (the profits
funds managers earn on thier portfolios, which currently are taxed at
15%). At the end of last week, he announced his...