• Founders
• Co-founders
• Investors
• Stockholders
• Directors and boards
• Company officers
• Corporations
• LLCs

• Companies
• Investors
• Angel investors
• Venture capitalists
• Private equity firms

 Securities Transactions

Axis assists clients with a wide variety of securities transactions. The most common types of securities transactions for business clients include the following:

• Equity issuances and offerings
• Debt offerings
• Venture capital
• Private placement memorandum
• Investor financings
• Secondary offerings
• 144A Private Placement
• Offering Circulars

• Private Placements
• Debt-based Offerings
• Regulation S Offerings
• Regulation D Offerings
• Regulation A Offerings
• Regulation A+ Offerings
• Convertible Notes
• Bridge Financings
• Mezzanine Financings
• ICOs and Cryptocurrency securities
• Token-based issuances

Securities Compliance

 Federal and state law generally requires ongoing compliance for businesses with securities issued to private or public investors. These can include working with your business to prepare registration statements and reporting obligations, including but not limited to the following:

• Registration Statements (S1, S3, SB-2, F-20, 10, 10SB Statements)
• Periodic Reports (10K, 10Q, 8K statements)
• Compliance with state blue sky laws

• Securities Act of 1933 Compliance
• Securities Act of 1934 Compliance
• Sarbanes-Oxley Compliance
• Compliance with California Department of Business Oversight

 Securities Litigation

Axis has represented a wide variety of client with all types of disputes, controversies, and litigated matters. The most common issues in securities litigation involve shareholder lawsuits, shareholder derivative claims, buyer and seller misrepresentations, fraud on the part of brokers and dealers, materially misleading facts or inadequate disclosures to investors and stockholders.  From a legal perspective, there are a number of laws governing the duties, activities, and disclosures required by private and public companies issuing securities.  These include a variety of types of legal claims:

• Breaches of Fiduciary Duty
• Securities Fraud
• Breaches of Trust
• Investor Fraud
• Misrepresentations/Fraud in the Sale or Purchase of Securities
• Insider Trading Liability

• Stock Broker Malpractice and Professional Negligence
• Dealer Liability
• Breaches of Shareholder Agreements
• Liability for the Sale of Unregistered Securities
• Ponzi Schemes

Shareholder Rights

Axis also regularly represents shareholders, members, and other owners of companies in legal matters involving shareholder rights. These can include, but are not limited to:

• Shareholder Inspection Rights
• Shareholder Participation in Corporate Governance
• Shareholder Derivative Claims
• Breaches of Shareholder Agreements
• Self-Dealing / Misuse of Corporate Assets
• Minority Shareholder Freeze-Outs and Squeeze-Outs

• Stock Broker Malpractice and Professional Negligence
• Dealer Liability
• Corporate Mismanagement
• Breaches of Fiduciary Duty
• Corporate Fraud
• Conflict of Interest Transactions
• Fraud
• Investor Fraud

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