Author Archives: Jay Butchko
Explaining Blue Sky Laws
In the 1920s, prior to the Great Depression, speculative investments were widespread. There was no real oversight of the securities market (the Securities & Exchange Commission did not come about until the mid-1930s) and as such, firms did not have to provide any kind of establishing information about their investments. This contributed significantly to… Read More »
IPO vs Private Placement: Which Suits Your Business Best?
Perhaps the fastest and easiest way for a private company to raise capital is to offer securities. There are two ways in which this can be done: either publicly, via an initial public offering (IPO), or via private placement (PP). Both options have positives and negatives, and a careful analysis of your company’s position… Read More »
Avoiding Personal Liability Exposure In The Event Of A Lawsuit
Of course, no business ever wants to be sued. However, the reality is that many businesses will face suit during the course of their lifetimes, and it is important to understand your position as an owner long before that happens to your company (if, of course, it ever does). When you are forming your… Read More »
Can Cannabis Companies Issue Securities?
Despite significant gains at the state level, marijuana is still illegal according to U.S. federal law (and Florida state law as well). Because of this, laws originally intended to prohibit potential money laundering create a steep ‘compliance burden’ for financial institutions, making it all but impossible for state-level cannabis facilities to get financing. One… Read More »
Florida Non-Disclosure Agreements
For Florida companies in certain industries, non-disclosure agreements (NDAs) can be an integral part of day-to-day business. There are several different reasons why a business might want to use an NDA, depending on their business partners – and understanding the parts of an NDA is crucial for those who require them. Several Different Potential… Read More »
US Sues Two Major Cryptocurrency Exchanges Within 24 Hours
The battle between the U.S. Securities & Exchange Commission (SEC) and the cryptocurrency industry has raged for quite some time now, with the federal agency fighting hard to bring the industry under its aegis, and the industry stubbornly refusing oversight. In early June 2023, though, the SEC filed suit against two of the largest… Read More »
Regulatory Compliance For New Businesses
When starting a business, it can feel as though there are thousands of laws and regulations with which your company must immediately be compliant. While it is true that there are many different regulations to obey, you and your board of directors do not have to do it alone. A knowledgeable attorney can help… Read More »
Shareholder Rights In Florida
Any business that is traded publicly will have shareholders. Common shareholders have paid to own a ‘share’ of the company, which grants them a voice in how the business is run. Shareholders have both rights and responsibilities, and it is crucial to understand and uphold both, to preserve your shareholders’ faith in your company… Read More »
Rule 144, 101: Explaining The Most Common Securities Exception
There are several types of securities sold on the U.S. market, including restricted and control. Control (not ‘controlled’) securities are those held by an affiliate of the company, while restricted securities are most often offered to investors via private sales. Neither restricted nor control securities can be resold in the U.S. unless they are… Read More »
Merger & Integration Clauses In Florida Business Contracts
Despite its name, a merger & integration clause (MIC) in a Florida business contract has nothing to do with mergers and acquisitions. MICs are clauses that attempt to establish that the written terms of a contract are the ‘complete and final agreement’ between the parties, to the exclusion of outside (also called “parol”) evidence…. Read More »
