Legal Question in Securities Law in New York

SEC Forms

A consulting firm has entered into agreement with a public company. As per agreement Consultant will recieve common stock. Common stock will exceed 10%. What is the proper form for the public co to file? The Consultant needs to file a 13D is that correct?


Asked on 10/17/05, 7:03 pm

1 Answer from Attorneys

Robert DiPaolo The Fidelis Group, LLC

Re: SEC Forms

That is correct, the Consultant will need to file a 13D, and the issuance of shares will need to be registered, or issued pursuant to an exemption to the registration requirements. If the shares are not issued pursuant to a registrations, you may not be able to freely transfer or sell these share. With respect to this, you will want to consider asking for registration rights, and to be sure that the shares will not be subject to any other transfer restrictions, other than applicable securities laws. A Fidelis Law Group attorney can provide you with the legal guidance you need with respect to this, and related matters in a cost efficient and timely manner. If you would like to discuss this matter further, please feel free to contact The Fidelis Law Group at [email protected] or by phone/fax at:646/536/8153. We will be pleased to assist you with this matter.

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Answered on 10/17/05, 7:25 pm


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