​​​​​​​​​​​​​​​​​ THE BOURNE FIRM

​​​​​​​​​​​​​​Experienced on-demand general counsel for small to mid-sized companies not yet ready for full-time general counsel. 

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Contact  : jon@thebournefirm.com  (  303.765.2436
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​​​ A security sale is what? Traps for the unwary. 
The definition of security is expansive under federal law. Why does that matter to you?  Because you can get in a whole lot of trouble if you don't understand it and illegally sell securities in your small or mid-sized company. Here's a quick guide:  
  • Stock and a lot else. A security is much more than stock. It specifically, too, means any note; treasury stock; security future; security-based swap; bond; debenture;  evidence of indebtedness; certificate of interest or participation in any profit-sharing agreement; collateral-trust certificate; preorganization certificate or subscription; transferable share, investment contract; voting-trust certificate; certificate of deposit for a security; fractional undivided interest in oil, gas, or other mineral rights; any put, call, straddle, option, or privilege on any security, certificate of deposit, or group or index of securities (including any interest therein or based on the value thereof); or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency.

  • General counts too. In general, a security also is any interest or instrument commonly known as a “security”; or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase, any of the above. 

  • Run for counsel. A sale of any security in your small or mid-sized company must be registered (e.g., initial public offering) or subject to a valid exemption from registration (e.g., a safe harbor for resales that complies with the size, issuer, investor, information and filing requirements of Regulation D). Counsel can cover you if you're dealing with the sale of a security. Whether it's this firm or another, just do it. Otherwise you may end up in jail. 

SECURITiES.
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THE BOURNE FIRM.