Are you currently representing a buyer or seller in the sale of a private company, which might become a stock sale, without being a properly licensed Broker-Dealer (B-D)?

  Are you currently a licensed Broker-Dealer, but have concerns about the mounting expense and red

tape of keeping your B-D status in view of the few securities deals you do?  

Are you aware that the inclusion of an earn-out -- or even a seller’s note -- may make your asset sale, a securities transaction in the eyes of the law? 

  Are you concerned with the potential monetary loss – and the potential damage to your professional reputation – if you should be legally deprived of your professional fees, or be personally liable for

having one of your deals rescinded?     

Donate Now and Support the M&A Broker Proposal!  

WHAT’S IN IT FOR YOU? ...once this proposal is adopted by the SEC?  

1)   M&A Brokers would register at the state level.  

2)   M&A Brokers would not have to register as a B-D with the SEC  

3)   M&A Brokers would not have to become FINRA members, and would not be subject to FINRA rules

  4)   If permitted by FINRA, M&A Brokers could share fees with FINRA members, and vice versa

  5)   Compliance costs would be substantially less

  6)   Broker’s contracts would not be void by law

  ADDITIONAL BENEFITS   Registered M&A Brokers Can:  

1)   Represent buyers or sellers (or independent) ·       Could represent a publicly traded buyer… ·       …But not advise about issuing publicly traded stock

  2)   Advise about deal structures – Stock, Assets, ESOP, etc.

  3)   Advise about the value of the business (Not the market value of its stock, or an IPO)

  4)   Negotiate the price and terms of the purchase/sale

  5)   Advertise the business itself for sale (Not its stock)

  6)   Receive cash and/or restricted stock compensation

  7)   Receive fully disclosed referral fees from commercial lenders

  8)   Market as a “Registered M&A Broker in [specific state(s)]”

  9)   Broker and advise in M&A transactions, transferring all or part of the business, so long as buyer is to be actively involved in the business, regardless of legal structure, i.e., Asset vs Stock

 

REGISTERED M&A BROKER CANNOT: 1)   Raise capital (IPO, PPO, or Reg D offering)

2)   Advise or facilitate a private company going public 3)   Advise or facilitate a public company going private. 4)   Advise or facilitate the sale of a shell corporation. 5)   Advise or facilitate the purchase or sale of shares in a publicly traded company