Norris McLaughlin & Marcus, P.A.

Securities

The Securities Law Group at Norris McLaughlin & Marcus is experienced in dealing with both federal and state securities law matters. We represent clients attempting to raise investment capital from private placements and venture capital deals to registered firm commitment underwritten offerings of securities. Our experience with securities registration also includes matters ranging from stock option plans to divident reinvestment plans. Our attorneys are well acquainted with SEC Rules 144 and 145 and frequently deal with the resale of unregistered stock by executives and the impact of the securities laws on merger transactions. We regularly represent public companies in dealing with compliance and anti-fraud issues under the Securities Exchange Act of 1934, as amended, including (i) proxy statements, (ii) periodic reports (Form 10-K and 10-Q), and (iii) inside stock trading and compensation plans (Form 3, 4 and 5 and the rules under Section 16[b]). We have also advised a number of public clients on available takeover defenses, including supermajority voting requirements and “”poison pills”” and are acquainted with the Williams Act provision of the 1934 Act.

In addition to our experience with public companies, the attorneys in our Securities Law Group regularly represent businesses and individuals involved in the financial services sector, including professionals requiring licensure as well as financial planning firms, investment advisers, broker-dealers, public and private accounting firms, hedge and other private equity funds, and banking and thrift institutions. We counsel our clients on formation, corporate governance, employment, and regulatory issues under both state and federal securities laws in connection with establishing and operating their businesses. Our attorneys are regularly involved with analyzing and resolving issues that arise under the Investment Advisers Act of 1940, Securities Exchange Act of 1934, Securities Act of 1933, ERISA, Investment Company Act of 1940, and state blue sky laws, and frequently interact with the SEC, Department of Labor, FINRA and state securities administrators in connection with examinations, inquiries, investigations and other proceedings.

Securities Articles

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