Category Archives: Public Company Compliance

SEC To Hold Round Table On Giving Smaller Companies Flexibility In Frequency of Reporting

On Monday, the SEC announced a Staff Roundtable on Short-Term / Long-Term Management of Public Companies, Our Periodic Reporting System and Regulatory Requirements. One of the potential topics for consideration presented by SEC Chairman Jay Clayton is; “The potential for certain categories of reporting companies, such as smaller reporting companies, to be given flexibility to determine the frequency of their

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SEC Charges Microcap Fraudster with Running a Pump-and-Dump Scheme

This week, The Securities and Exchange Commission charged David M. Loflin for his role in a pump-and-dump scheme in the stock of Greenway Design Group, Inc., a Phoenix, Arizona company that was secretly controlled by Loflin’s now-deceased business partner. According to the SEC’s complaint, in 2013, Loflin helped his business partner gain control of Greenway, using a front company to

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SEC Brings Actions Against Fifteen for Their Participation in an Illegal MicroCap Offering

Last week, the Securities and Exchange Commission charged fifteen individuals with acting as unregistered brokers or aiding-and-abetting such activity in connection with Intertech Solutions, Inc.’s fraudulent and unregistered securities offerings. The SEC’s complaints allege that Alexander Bevil, Richard Bohnsack, Daniel Broyles, Charles Davis, Michael Duke, Joel Duncan, Martin Lewis, Mark Parman, William Roth, Paula Saccomanno, Kenneth Shelton, Billy Ray Statham,

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OTC Markets Publishes Lists of March Compliance Downgrades & Caveat Emptor Designations

Last week, OTC Markets Group published the lists of downgrades from its OTCQX® and OTCQB® markets and Caveat Emptor Designations for the month of March. This list is part of OTC Markets’ initiative to disseminate, on a recurring monthly basis, a list of downgrades from its respective OTCQX and OTCQB markets as well as a separate list of Caveat Emptor Designations that have occurred in

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Martha Miller Delivers First Speech As SEC Advocate for Small Business Capital Formation

On March 20th, 2019, Martha Miller – SEC Advocate for Small Business Capital Formation delivered her first speech as the SEC’s new Advocate for Small Business Capital Formation. Full speech below… Martha Miller Advocate for Small Business Capital Formation Remarks at 1 Million Cups of Coffee, PlexPod in Kansas City, Missouri March 20, 2019 Thank you, Melissa [Miller] for that

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SEC Settles with Unregistered Public Shell Company Broker

Yesterday, The Securities and Exchange Commission filed settled charges against recidivist James K. McKillop for acting as an unregistered broker and for failing to timely file required beneficial ownership forms in connection with his position at Tiber Creek Corp. The SEC also separately filed related settled administrative charges against Tiber Creek and Tiber Creek’s president, James M. Cassidy. According to

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SEC Charges Texas Oil-And-Gas NanoCap Company and Its Former CEO in Penny Stock Fraud

On March 19, 2019, the Securities and Exchange Commission charged a Texas-based oil-and-gas penny stock company and its former CEO with fraudulently concealing the loss of the company’s major source of revenue. According to the complaint, in mid-2017, Cardinal Energy Group, Inc. (“Cardinal”), based in Dallas, Texas, lost control of its interest in two oil-and-gas leases that accounted for nearly

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SEC Charges Attorney with Scheme to Hide Her Role in Preparing False Legal Opinions for Microcap Securities

On Thursday, the Securities and Exchange Commission charged an attorney with fraud for concealing from transfer agents and brokerage firms her involvement in preparing legal opinion letters concerning the sale of certain microcap securities. The SEC alleges that the attorney, Diane D. Dalmy, had been placed on the prohibited attorneys list maintained by OTC Markets Group, Inc., which owns and

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SEC Charges Nine Individuals and Companies for Roles in Microcap Scheme

On March 11, 2019, the Securities and Exchange Commission announced charges against nine individuals and companies in a multi-million dollar stock distribution and market manipulation scheme involving two microcap companies, NanoTech Entertainment, Inc. and NanoTech Gaming, Inc. The SEC’s complaint alleges that David R. Foley, the founder of the NanoTech companies, orchestrated a scheme to manipulate trading in their stock

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