the participants declare large forward stock splits or s.

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Appealing To Your Potential Clients Through Link Building Business Marketing Appealing To Your Potential Clients Through Link Building Business Marketing July 3 Archie Manning Saints Jersey , 2013 | Author: Carl Joror | Posted in Business
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Anti Fraud Provisions Apply To Public Float Schemes When companies go public through reverse merger transactions, insiders often employ various mechanisms to obtain not only control of the public shell but also of its free trading shares.

Public float schemes involving penny stocks have been around for years and have become routine features of reverse merger transactions, particularly where the services of third party escrow agents are used. A recent court decision may change the laws applied to schemes where the participants obtain control of an issuer’s public float.

The Escrow Agents

Public float schemes can be structured in a number of ways Womens Morten Andersen Jersey , and a variety of steps can be taken to conceal the fraudsters’ control. One common method is to use an escrow agent, who is typically a complicit attorney. Regardless of how the transactions are structured, the escrow agent holds and transfers all or substantially all of an issuer’s unrestricted shares to the participants without making public disclosures about the control of the public float or the persons involved.

The Reverse Splits And Illegally Free Trading Shares

Often a large reverse split is done in conjunction with reverse merger transactions. Once the initial transaction is complete, illegally free trading stock is issued and delivered to a third party such as an escrow agent or other participant working in collusion with the shell purveyors. Fraudsters and incompetent andor complicit attorneys find ways to remove legends without compliance with the SEC’s registration requirements. The fraudsters and these attorneys cause the issuance of free trading shares upon conversion of aged debt or convertible notes Womens Willie Roaf Jersey , using baseless legal opinions improperly applying the Rule 504 exemption and or Rule 144′s safe harbor.

The Bogus Form S-1 Public Float Schemes

Fraudulent S-1 filings are commonly used in public float schemes. Fraudsters file bogus S-1 registration statements registering nominal amounts of shares held by selling shareholders to create free trading shares. These registration statements contain bogus business plans and nominee selling shareholders. Once the S-1 is deemed effective, the participants declare large forward stock splits or s.

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