Tag Archives: s1 registration

Continuous S-1 Offering under Securities Act Rule 415

SEC Form S-1 does not provide for forward incorporation by reference of Exchange Act reports filed after the S-1 Registration Statement is declared Effective.

Post-Effective Amendment to Form S-1 for Material Changes

Because of this, when an S-1 is used for a continuous offering per Securities Act Rule 415, a Post-Effective Amendment is needed under Securities Act Section 10(a)(3) to reflect fundamental changes or to disclose material changes in the plan of distribution.  The Post-Effective Amendment is required pursuant to the Issuer’s Item 512(a) undertakings.

Changes via S-1 Prospectus Supplement

Changes which are not fundamental or material can be made to Prospectus contained in the S-1 Registration Statement by filing a Prospectus Supplement.

S-1 Lawyer Matt Stout Helps Microcap Companies Go Public

Matheau J. W. Stout, Esq. represents entrepreneurs seeking to go public via S-1 Registration Statement.  Companies interested in becoming quoted on the OTB Bulletin Board or OTC Markets OTCQB can contact Matt Stout, securities lawyer, at (410) 429-7076 or mstout@otclawyers.com for a free consultation.