Securities Regulation & Corporate Compliance

Attorneys in our Securities Regulation & Corporate Compliance Practice provide comprehensive U.S. securities law advice for issuers, investors, and financial institutions in the full range of capital-raising and recapitalization transactions. Our attorneys help guide clients through U.S. federal and state registration of public securities offerings, including both initial public offerings and secondary offerings; private placements and exempt securities offerings; venture capital financings; institutional debt and equity financings; restricted stock transfers; stock exchange and NASDAQ listings; tender offers and going-private transactions; and mergers, acquisitions, exchange offers, and leveraged buyouts.

We regularly advise on the full range of securities issues, including registration, compliance, disclosure, and reporting under the Securities Exchange Act of 1934; governance issues under the Sarbanes-Oxley Act; the Dodd-Frank Act; and federal and state regulations including securities laws and “blue-sky” laws.

Our Experience

Insider Trading Issues
Underwriting agreements
Placement agreements
Fairness opinions
Proxy statements and solicitations
Anti-takeover matters
Corporate Governance
Stock Option and Stock-Based employee benefit plans

Our securities practitioners are also experienced in advising Canadian clients on cross-border securities offerings and compliance. Our multi-jurisdictional securities team helps navigate complex U.S. regulatory landscape and execute cross-border transactions for both issuers and underwriters in private placements and issuers in SEC-registered offerings.

If litigation is threatened or arises, Hodgson Russ represents clients before the Securities & Exchange Commission and in other venues in connection with investigations and enforcement proceedings in criminal, administrative, and civil cases.

Our firm understands the special requirements of publicly traded clients, and we are proud to provide securities advice to a number of them. We have several clients that are represented on stock exchanges throughout the world.

Hodgson Russ has been awarded a prestigious “Best Law Firms” Metropolitan Tier 1 ranking by Best Lawyers/U.S. News & World Report in the Securities / Capital Markets Law category.