On August 8, 2024, the Nasdaq Stock Market LLC (“Nasdaq”) submitted a proposal to amend its rules regarding penny stocks (i.e., stocks trading below a $1.00 minimum bid price) to make it easier for Nasdaq to delist them....more
In July, Virtu Financial, a financial services company and market maker, filed a rulemaking petition with the SEC, asking the SEC to adopt rules that “would prohibit National Securities Exchanges from listing high risk ‘penny...more
In a 2-1 opinion issued on February 14, 2024, an Eleventh Circuit panel partially reversed a lower court ruling that would have barred a defendant from participating in future penny-stock offerings. The majority found it was...more
This week, SEC Chair Gary Gensler identified Rule 10b5-1 stock trading plans and equity trading rules as fresh areas of regulatory focus for the SEC. Gensler mentioned these areas during prepared remarks at the CFO Network...more
The SEC’s thoughts on anti-money laundering cost more than a penny stock. Our Financial Services & Products Group examines a new risk alert from the Division of Examinations and what it means for future enforcement....more
A recent decision out of the Southern District of Florida highlights the importance of businesses taking an expansive approach when considering whether to register as a broker dealer and the applicability of other...more
The Financial Industry Regulatory Authority is not known for its aggressive enforcement record. But that may be changing. FINRA recently fined BNP Paribas for $15 million for anti-money laundering deficiencies in the...more
In Securities & Exchange Comm. v. Gentile, No. 18-1242, 2019 WL 4686251 (3d Cir. Sept. 26, 2019), the United States Court of Appeals for the Third Circuit took up the question of whether Securities and Exchange Commission...more
The remedy of choice for the SEC Enforcement Division has always been the statutory injunction. For many years the only remedy available to the Division was the obey-the-law statutory injunction....more
Bass, Berry & Sims attorney Chris Lazarini provided insight on a case in which a broker, already engaged with the SEC on another matter, sought injunctive relief following the SEC’s subpoenas and request for information...more
I have been busy the last month getting ready for a big arbitration, and attending the first week of what looks like is going to be a four- or five-week slog when all is said and done. So, I am just catching up on some recent...more
Second Post in a Two-Part Series - Opinion Stresses Importance of Narrative Sections and Supporting Documentation for SARs - In our first post in this series, we discussed the Securities and Exchange Commission’s...more
The Securities and Exchange Commission banned the founder of a company that it claimed was involved in an illicit initial coin offering of a new digital token from ever serving as an officer or a director of a publicly-traded...more
On May 16, 2018, the Securities Exchange Commission (“SEC”) announced it had settled charges against a registered broker-dealer, its clearing firm, and its chief compliance and anti-money laundering (“AML”) officer brought...more
More than 3 years after admitting to cheating on diesel emissions tests, Volkswagen appears poised to oust CEO Matthias Muller—likely in favor of former BMW exec Herbert Diess....more
On February 16, 2018, the U.S. Securities and Exchange Commission (“SEC”) suspended trading in three penny stocks due to concerns about the accuracy of recent statements the companies made relating to their ties to...more
In recent years, financial regulators have increasingly taken enforcement action against chief compliance officers (CCOs) and others in compliance oversight roles, rather than just against their employers....more
On 1 March 2017, Deutsche Börse AG, the operator of the Frankfurt Stock Exchange, launched Scale, a new market segment for small and medium-sized enterprises ("SMEs"). Scale replaces Deutsche Börse's former market segment...more
The penny stock world can be rough. So rough that breaking the rules in that corner of the securities markets ban bring its own kind of injunction, one that’s much more specific than the typical don’t-break-the-law-anymore...more
Regulatory Developments - SEC Adopts Rules and Forms for Registration of Security-Based Swap Dealers and Major Security-Based Swap Participants: On Aug. 5, the SEC voted to adopt registration rules and forms for...more
In another example of the limits to which defendants may successfully rely on the Supreme Court’s decision in Janus Capital Group, Inc. v. First Derivative Traders, 131 S. Ct. 2296 (2011), earlier this summer, District Judge...more
The SEC filed three actions following-up on its settled proceeding against Oppenheimer for selling millions of shares of unregistered penny stocks. Each individual settled with the agency. In addition, the Commission brought...more
On July 9, the Securities and Exchange Commission settled with two stock promoters accused of reaping $2.5 million in illicit profits by manipulating stocks of medical marijuana microcap companies. According to the proposed...more
Four SEC Commissioners addressed the annual SEC Speaks Conference, reviewing recent agency initiatives and tracing potential paths for the future. The SEC also brought another FCPA action, a misappropriation case and an...more
The Commission continues to focus on microcap fraud actions with two new manipulation cases involving penny stocks. In one a former registered representative acted as an unregistered broker and then engaged in a series of...more