Securities Law 

Securities Law is a sophisticated legal practice limited to attorneys with special expertise and knowledge of the securities industry and the intricate law and administrative codes which govern it. Because of its impact on consumers, businesses and the economy in general, the securities industry is highly regulated and requires significant experience and sophistication. 

Attorneys in Maalouf Ashford & Talbot's Securities Law Group have a great deal of experience representing clients including brokers, corporations, investment advisors, consumers and others in securities and corporate regulation and related litigation. The attorneys in the Securities Law Group assist public and private, large and small, companies, as well as investor groups, in structuring and documenting a wide variety of public and private capital raising transactions involving the issuance of securities.

In capital raising transactions, our attorneys:

                    ▪    help the issuer's management team or the investor group to structure and assist in the 
                    negotiation of the terms of the investment;

                    ▪    work with the issuer's management team to prepare the necessary disclosure documents;

                    ▪    assist the issuer or the investor group to structure and document the terms of the investment    
                    and the securities being issued including preferred stock, various types of debt instruments
                    and derivative securities and;

                    ▪    assist issuers in complying federal and state securities offering exemptions or registration 
                    requirements.

Our Securities Law Group attorneys also assist public companies who have securities registered with the Securities and Exchange Commission under the Securities Exchange Act of 1934 in fulfilling their periodic reporting obligations. In this capacity, our attorneys work with issuers in (i) the preparation of annual, quarterly and current reports, proxy statements and information statements and (ii) maintaining compliance with the rules of the stock market or exchange on which the company's securities trade. Securities law encompasses the complex federal and state laws that govern:

                    ▪    the solicitation and receipt of investment capital by businesses and the initial issuance
                    to the investor of instruments statutorily defined as "securities" in exchange for investment 
                    capital;

                    ▪    the subsequent transfer of the securities by the investor and any other third party who 
                    sells securities;

                    ▪    the conduct of brokers, dealers (including investment banks) and others who assist in the
                    solicitation of investment capital and the transfer of securities and;

                    ▪    the issuance by companies of securities (including stock options) to employees, consultants
                    and various other parties.

Federal and state and securities laws require virtually all companies (big or small, public or private) which, issue securities to provide investors with detailed information about the operations and financial condition of the issuing company, the risk associated with the investment, background information on the members of management and the board of directors and other information necessary to allow the investor to make an informed investment decision.  Larger companies and other securities industry participants are also required to make periodic filings with the Securities and Exchange Commission, the National Association of Securities Dealers and various stock exchanges and markets.