Warner Norcross + Judd LLP represented a charitable organization that had been offering debt securities to individual and institutional investors nationally without recognizing the federal and state securities laws requirements. Upon initiation of a state enforcement action, Warner was retained to advise the client on all matters necessary to achieve federal and multi-state securities law compliance nationally. This included registration or exemption of the securities, the issuer’s selling agents and the issuer, depending on the particular state. It also involved addressing a state enforcement action and making a rescission offer. For a period, the client relied exclusively on federal and state self-executing securities law exemptions, which varied depending on the state in which each investor was located. Upon resolution of the enforcement matter, the client transitioned to conducting annual state registrations and exemption filings for the securities offering.




