Securities Law

Legal services related to securities regulation very often require representation of publicly held corporations, the number of which has greatly increased in northern New England during the past several years. However, knowledge and application of securities law is not at all limited to representing publicly held companies. Many closely held corporations seeking to raise equity or debt, employees of publicly held corporations, and professionals in the securities industry, brokers, dealers, and investment advisors require the assistance of attorneys experienced in the complexities of securities law.

McLane, Graf, Raulerson & Middleton has developed in-depth experience in securities law which fits the multi-faceted needs of businesses and individuals throughout northern New England. The capabilities of our firm are among the most extensive of any law firm in northern New England. These services include:

Registered Public Offerings: The firm acts as issuer's counsel in a number of public stock offerings registered with the Securities and Exchange Commission under Section 5 of the Securities Act of 1933. These offerings have included initial public offerings, secondary offerings, shelf registrations, and offerings in mergers and acquisitions. In connection with state securities (blue sky) laws, we have performed the registration or exemption work for the public offerings.

Exempt Offerings: We serve as issuer's counsel in offerings exempt from the '33 Act registration pursuant to SEC Regulation A, Regulation D and Sections 3(a) and 4(2). Our activities include writing offering circulars and offering memoranda, and blue sky registration and exemption of federally exempt offerings. We regularly address blue sky exemption issues in our representation of start-up companies and have developed working relationships with a number of New England blue sky administrators, particularly those in New Hampshire.

1934 Act Services: For our clients whose securities are registered under the Securities Exchange Act of 1934, the firm organizes and writes proxy statements and reviews '34 Act reports. We also regularly counsel officers and directors of client and non-client companies with respect to their securities transaction reporting responsibilities and trading restrictions, including those under Rule 10b-5, the short-swing and beneficial ownership reporting rules, and Rule 144.

Broker/Dealer Representation: We represent registered broker/dealers and investment advisors and have represented exchange traded and NASDAQ traded firms as general counsel. Our services include federal, state, and regulatory organization registration of firms and their representatives.

Securities Litigation Services: Our representation includes national securities brokerage firms doing business in New Hampshire and New Hampshire brokerage firms in the state and federal courts and in arbitration before the N.A.S.D. and the American Arbitration Association. Our securities litigation has included claims defense related to churning, unsuitability, improper trading practices and violations of margin requirements, and RICO violations. We also represent broker/dealers in administrative proceedings before state administrative agencies which regulate Securities in northern New England.

For further information, contact our Securities Practice Group Attorneys at (603) 625-6464..

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