Below are my thoughts on and then a link to and some excerpts from a discussion of the rule that gave FINRA the power to authorize/block these types of actions. In summary from my interpretation of the last quote from the rule, it appears the possibly relevant reasons FINRA could be holding this up are:
1) Documents are not complete (pretty benign)
2) Issuer not complete in reporting (doesn't seem to apply)
3) Issuer is the subject of a regulatory investigation or a civil or criminal action related to fraud or securities laws violations (CMP/Veneto? Other issue that we don't have visibility to?)
4) FINRA has knowledge that the issuer or related party may be involved with fraudulent securities actions (yikes)
5) There is significant uncertainty in the settlement and clearance process for the security.
If I had to guess, I would think #5 might be the culprit here, although Joe has implied, IMO, that #1 is the holdup.
Could #3 apply with some of the issues that have come up lately? I certainly hope it's not #4 holding us up. Whether GNBT is in the wrong or not, either of these (#3 or #4) could cause a serious delay.
Whatever the case, I certainly don't like seeing the word "fraud" sprinkled throughout.
Link:
http://securities-law-blog.com/2015/03/10/sec...e-actions/
A few excerpts:
- Prior to 2010, FINRA’s role has been predominantly ministerial due to their limited jurisdictional ability to impose informational or other regulatory requirements, and fundamental lack of power to reject requested changes. However, since the SEC began expressing concern that entities were using FINRA to assist in fraudulent activities, Rule 6490 was created.
The Rule codifies FINRA’s authority to conduct in-depth reviews of company-related actions and equips the staff with discretion to refuse the processing of such actions in situations when the information or requisite forms are incomplete or when certain indicators of potential fraud exist. FINRA staff now possesses broad discretion to request additional documents and supporting evidence to verify the accuracy of submitted information.
- The Department shall make such deficiency determinations solely on the basis of one or more of the following factors: (1) FINRA staff reasonably believes the forms and all supporting documentation, in whole or in part, may not be complete, accurate or with proper authority; (2) the issuer is not current in its reporting requirements, if applicable, to the SEC or other regulatory authority; (3) FINRA has actual knowledge that the issuer... are the subject of a pending, adjudicated or settled regulatory action or investigation by a federal, state or foreign regulatory agency, or a self-regulatory organization; or a civil or criminal action related to fraud or securities laws violations; (4) a state, federal or foreign authority or self-regulatory organization has provided information to FINRA... that the issuer... may be potentially involved in fraudulent activities related to the securities markets and/or pose a threat to public investors; and/or (5) there is significant uncertainty in the settlement and clearance process for the security.” (emphasis added)
1) Documents are not complete (pretty benign)
2) Issuer not complete in reporting (doesn't seem to apply)
3) Issuer is the subject of a regulatory investigation or a civil or criminal action related to fraud or securities laws violations (CMP/Veneto? Other issue that we don't have visibility to?)
4) FINRA has knowledge that the issuer or related party may be involved with fraudulent securities actions (yikes)
5) There is significant uncertainty in the settlement and clearance process for the security.
If I had to guess, I would think #5 might be the culprit here, although Joe has implied, IMO, that #1 is the holdup.
Could #3 apply with some of the issues that have come up lately? I certainly hope it's not #4 holding us up. Whether GNBT is in the wrong or not, either of these (#3 or #4) could cause a serious delay.
Whatever the case, I certainly don't like seeing the word "fraud" sprinkled throughout.
Link:
http://securities-law-blog.com/2015/03/10/sec...e-actions/
A few excerpts:
- Prior to 2010, FINRA’s role has been predominantly ministerial due to their limited jurisdictional ability to impose informational or other regulatory requirements, and fundamental lack of power to reject requested changes. However, since the SEC began expressing concern that entities were using FINRA to assist in fraudulent activities, Rule 6490 was created.
The Rule codifies FINRA’s authority to conduct in-depth reviews of company-related actions and equips the staff with discretion to refuse the processing of such actions in situations when the information or requisite forms are incomplete or when certain indicators of potential fraud exist. FINRA staff now possesses broad discretion to request additional documents and supporting evidence to verify the accuracy of submitted information.
- The Department shall make such deficiency determinations solely on the basis of one or more of the following factors: (1) FINRA staff reasonably believes the forms and all supporting documentation, in whole or in part, may not be complete, accurate or with proper authority; (2) the issuer is not current in its reporting requirements, if applicable, to the SEC or other regulatory authority; (3) FINRA has actual knowledge that the issuer... are the subject of a pending, adjudicated or settled regulatory action or investigation by a federal, state or foreign regulatory agency, or a self-regulatory organization; or a civil or criminal action related to fraud or securities laws violations; (4) a state, federal or foreign authority or self-regulatory organization has provided information to FINRA... that the issuer... may be potentially involved in fraudulent activities related to the securities markets and/or pose a threat to public investors; and/or (5) there is significant uncertainty in the settlement and clearance process for the security.” (emphasis added)
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