Inside Securities Law with Frederick M. Lehrer
The Enforcement Mind with Frederick M. Lehrer is a securities law podcast built around one core advantage: perspective from inside the system. Before entering private practice, Frederick M. Lehrer served as an enforcement attorney with the U.S.
- Indexed episodes, last 90 days
- 14
- Latest publication
- Sep 7, 2026
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- Earliest in this view
- Jul 20, 2026
Latest episodes
OTC Markets and Form 211: How a Ticker Actually Happens (opens the original)
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Becoming a reporting company and having a stock that trades are two different things. Companies conflate them constantly. SEC registration makes you a reporting company. It does not create a market. No investor can buy your shares until a broker-dealer is willing to quote them, and that path runs through FINRA. Here is the sequence. A market maker — a registered broker-dealer — agrees to sponsor your quotation. You do not apply to FINRA yourself. The market maker files Form 211 on your behalf. T
Why I Bill a Flat Fee (opens the original)
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I want to spend this episode on something that is not a rule or a form. How legal work gets priced, and why I do it the way I do. I bill flat fees. For a defined scope of work, the fee is agreed in writing before the work begins, and it does not change because the work took longer than I expected. For ongoing securities and corporate work, I offer a monthly flat fee covering unlimited services within that scope. The reason is not marketing. It is about what a meter does to a relationship. When e
Rule 506(b) and 506(c): The Line You Cannot Uncross (opens the original)
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Rule 506 of Regulation D is the most used exemption in American capital formation and the most frequently broken. Most of the breakage happens at one line: general solicitation. There are two flavors. 506(b) and 506(c). Under 506(b) you may sell to an unlimited number of accredited investors and up to thirty-five non-accredited investors, provided those non-accredited investors are financially sophisticated and receive specified disclosure. There is no dollar limit. You may generally rely on an
Forms 3, 4, and 5, and the Short-Swing Trap (opens the original)
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Section 16 of the Exchange Act applies to three groups of people at a public company: officers, directors, and anyone who beneficially owns more than ten percent of a registered class of equity securities. If you are in one of those groups, you have personal filing obligations, separate from anything the company files. Three forms. Form 3 is the initial statement of beneficial ownership. It is due within ten days of becoming an officer, director, or ten percent holder — or, where the company is
Blue Sky: The Fifty Regulators Behind the One You Are Watching (opens the original)
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Federal securities law gets the attention. State securities law — Blue Sky law — is where a surprising number of offerings actually go wrong, because issuers forget it exists. The name comes from an early court decision describing speculative schemes with no more basis than so many feet of blue sky. Every state has its own securities statute, its own regulator, and its own registration and exemption framework. Complying with the SEC does not satisfy them. Here is the framework you need. Some off
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