Securities Regualtions Study Guide

In contrast, private entities such as partnerships and companies with less than $10 million in assets and under 500

The US Securities and Exchange Commission (SEC) is the US federal agency that holds the primary mandate to enforce federal securities laws and regulations to control the securities industry and the country’s stock exchange and regulation of all activities and organizations including the US electronic securities market. The SEC is committed to promoting a market environment that yields public trust characterized by integrity to attain its mission of protecting investors through maintenance of fair and efficient markets through facilitation of capital information (Basagne, 2010). The SEC financing is a major area of focus since there has been major concern regarding the SEC agency financing and whether they utilize the

The Securities and Exchange Commission has the mission of protecting investors by maintaining fair, orderly and efficient markets. The SEC does this in a number of ways, and firms need to pay attention to these ways in order to ensure SEC compliance. The SEC has enforcement authority over a number of areas related to the nation's capital markets, including insider trading, accounting fraud, and providing false information. The SEC's jurisdiction extends to all securities that are traded publicly. Privately-held companies do not need to register with the SEC (SEC.gov, 2012).

The SEC assists in providing investors with reliable information upon which to make investment decision. The Securities Act of 1933 requires most companies planning to issue new securities to the public to submit a registration statement to the SEC for approval. The Securities Exchange Act of 1934 provides additional protection by requiring public companies and others to file detailed annual reports with the commission. Smackey Dog Food, need to file next forms:

“There must be a strict supervision of all banking and credits and investments; there must be an end to people’s speculation with other money (pg 92).” The SEC was designed to keep security on Wall Street.

* Gross Income Test: The individual’s gross income for the calendar year in which the taxpayer’s tax year begins must be less than the exemption amount for the year, $3,800 for 2012.

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

The purpose of the Sarbanes-Oxley Act is to protect investors by improving the accuracy and reliability of corporate disclosures made pursuant to the securities law, and for other purposes. (Lander, 2004) The Act created new standards for public companies and accounting firms to abide by. After multiple business failures due to fraudulent activities and embezzlement at companies such as Enron Sarbanes and Oxley recognized a need for the revamping of our financial systems laws, rules and regulations. Thus, the Sarbanes-Oxley Act was born.

Company has been in business for more than 50 years and operating profitably for the past 25 years. In

These acts were a violation of the Securities Act of 1933. The objectives of the Securities Act of 1933 are that investors obtain accurate reports of a company's commerce and to prevent misleading securities sales (USSEC, 2007). Although, the USSEC cannot guarantee the information provided by each company; the Securities Act of 1934 grants authority to the USSEC with disciplinary authorization (USSEC, 2007).

The Sarbanes-Oxley Act, enacted as a reaction to the WorldCom, Enron, and other corporate scandals, improved the regulatory protections presented to U.S. investors by adding an audit committee requirement, intensification of auditor independence, increasing disclosure requirements, prohibiting loans to executives, adding a certification requirement, and strengthening criminal and civil penalties for violations of securities laws.

The mission of FASB is to “improve reporting, focus on traits that are important and reliable and on quality of comparison and consistency, to keep up to date with current trends to reflect modifications in methods used and economic changes, and to improve the common understanding of the purpose and content within financial report” (FASB, 2008). The FASB has an obligation to uphold ethical standards as well as to ensure rules and regulations are followed in the way of financial reporting. The FASB uses input from other agencies when developing or amending standards such as the SEC. Before the Great Crash of 1929, little was done to regulate the securities market (SEC, 2008). Two laws were created to help improve investor confidence: “Securities Act of 1933 and Securities Exchange Act of 1934” (SEC, 2008). According to SEC (2008) the purpose of these laws is to make sure companies display accurate data about their financial accounts, the securities that are sold and involved risks and for the brokers who sell and trade to treat investors with respect by being fair and honest. A more recent law signed in by President Bush in 2002, was the “Sarbanes-Oxley Act of 2002” (SEC, 2008). This act created changes in improving responsibility, disclosures and

Venture Capital is one of the fastest emerging sources of finance for new entrepreneurs. In spite of its increasing popularity, funding via Venture Capital is faced with a number of difficulties. Thus, it is important to study the various aspects of raising funds through Venture Capital.

The GmbH requires a minimum share capital of 25,000 euros, which can be funded with cash or in kind.

• Any document inviting deposits from the public for the subscription or purchase of any securities of a body corporate. Following types of documents are prospectus: -