Securities

Howard & Howard represents companies in all aspects of dealing with securities issues.

Our Securities Group partners with clients from small, private companies/issuers to large public companies, underwriters, venture capitalists, investment advisors, broker-dealers, commodity trading advisors, commodity pool operators, hedge fund operators, futures commission merchants, and introducing brokers through its complete array of securities law-related services.

  • Securities offerings (registered and exempt):
    • Private placements and Regulation D offerings
    • Initial public offerings
    • Primary and secondary public offerings
    • Shelf registrations
    • Stock exchange listings
    • JOBS Act compliance
  • Securities reporting/corporate governance
    • SEC periodic 1934 Act reporting (Form 10-K, Form 10-Q, Form 8-K and Section 16 reporting)
    • Proxy statements
    • Proxy solicitations
    • Sarbanes-Oxley Act compliance
    • Investor relations programs
    • Corporate compliance/investigations (including audit/special committees)
    • Advising board of directors and board committees
    • Assisting with director independence determinations
  • Mergers and acquisitions—public or private companies
  • Preparing and filing disclosure documents for commodity trading advisors and commodity pool operators
  • Tender and exchange offers
  • Going private and going dark transactions
  • Underwriting representation
  • Executive compensation and employee benefits
  • Insider, affiliate and employee compliance
    • Trading market compliance
    • Insider trading prevention procedures
    • Rule 144 compliance
  • Securities and Commodity Futures litigation
  • Regulatory defense (SEC, DOJ, CFTC, FINRA, PCAOB, NFA, CME, state securities and insurance divisions)
    • SEC, CFTC, CME and NFA  investigations and other regulatory investigations
    • Administrative enforcement proceedings
    • CME and NFA Business Conduct Committee proceedings
  • Private civil litigation (investor lawsuits)
  • Criminal proceedings (white collar)
  • Securities and Commodity Futures arbitrations
  • Establishment/registration of broker-dealers, hedge funds, investment advisors, futures commission merchants, introducing brokers and other financial service institutions
    • Risk avoidance, review of procedures, preparation of manuals, customer documents and agreements, licensing and registration issues, net capital compliance, anti-money laundering compliance, compliance with exchange rules, and compliance with Dodd-Frank 
  • Serving as general counsel for small public companies