Regulations amending Chapter 517 of the Florida Securities and Investor Protection Act (FSIPA) took effect Oct. 1, 2024 (the Regulations). While the Regulations revise certain existing securities and transactional exemptions from registration, one amendment imposes the bad actor disqualification provisions in Rule 506(d) of Regulation D under the Securities Act of 1933, as amended (the Securities Act), on certain private placement exemptions under the FSIPA.

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Photo of Drew M. Altman Drew M. Altman

Drew M. Altman is Co-Chair of the Miami Corporate Practice. Drew counsels both public and private companies in securities matters, capital markets transactions, mergers and acquisitions (public and private), financing transactions and general corporate and business law matters. He also routinely advises public…

Drew M. Altman is Co-Chair of the Miami Corporate Practice. Drew counsels both public and private companies in securities matters, capital markets transactions, mergers and acquisitions (public and private), financing transactions and general corporate and business law matters. He also routinely advises public companies regarding SEC reporting and corporate governance compliance.

Photo of Richard M. Cutshall Richard M. Cutshall

Richard M. Cutshall is Co-Chair of the firm’s Investment Management Group. Rich has experience representing clients in a variety of investment management, corporate, and general securities matters, including the representation of mutual funds and other funds registered under the Investment Company Act of…

Richard M. Cutshall is Co-Chair of the firm’s Investment Management Group. Rich has experience representing clients in a variety of investment management, corporate, and general securities matters, including the representation of mutual funds and other funds registered under the Investment Company Act of 1940, fund independent directors, unregistered investment companies, federally registered and state registered investment advisers, broker-dealers, and an array of public and private companies. He represents clients in all aspects of investment company practice, including organizing and forming new funds, registering investment companies with the SEC, the acquisition and merger of funds, and advising clients on the day-to-day aspects of corporate governance, board and adviser fiduciary responsibility, and SEC compliance.

Photo of Raffael Fiumara Raffael Fiumara

Raffael Fiumara has wide-ranging corporate, capital markets, securities, and financing experience across over a decade in both private practice and in-house roles. Raffael focuses his practice on public and private equity and debt capital markets, SEC and stock exchange reporting, corporate governance and…

Raffael Fiumara has wide-ranging corporate, capital markets, securities, and financing experience across over a decade in both private practice and in-house roles. Raffael focuses his practice on public and private equity and debt capital markets, SEC and stock exchange reporting, corporate governance and compliance matters, corporate finance, mergers and acquisitions, and general corporate matters across a broad array of industries, including life sciences, fintech and financial services, technology, media, industrials, consumer, energy and natural resources.

Prior to joining Greenberg Traurig, Raffael served as vice president and senior counsel at Goldman Sachs for the Investment Banking Division, providing legal, policy, reputational, transactional and commercial advice on all aspects of the Investment Banking business.

Photo of Michele A. Kulerman Michele A. Kulerman

Michele A. Kulerman is a corporate attorney with wide-ranging law firm, in-house and government legal experience. Michele primarily advises clients and provides guidance on the legal and regulatory issues surrounding real estate and non-real estate securities offerings of debt and equity, including initial…

Michele A. Kulerman is a corporate attorney with wide-ranging law firm, in-house and government legal experience. Michele primarily advises clients and provides guidance on the legal and regulatory issues surrounding real estate and non-real estate securities offerings of debt and equity, including initial, follow-on and secondary offerings. She represents public and private companies on matters related to state securities or “blue sky” laws, registered and exempt, as well as compliance with the corresponding SEC rules and regulations and FINRA broker-dealer requirements in corporate financing.

Photo of William Mack William Mack

William B. Mack is a co-chair of the Financial Regulatory and Compliance Practice. He is experienced in advising companies on regulatory and compliance matters relating to the Securities and Exchange Commission regulations, the Exchange Act, Anti-Money Laundering laws and Financial Industry Regulatory Authority

William B. Mack is a co-chair of the Financial Regulatory and Compliance Practice. He is experienced in advising companies on regulatory and compliance matters relating to the Securities and Exchange Commission regulations, the Exchange Act, Anti-Money Laundering laws and Financial Industry Regulatory Authority (FINRA) rules.

William’s practice involves all aspects of broker-dealer regulation, including Self-Regulatory Organization (SRO) membership, supervision, employment, research, soft dollar arrangements, chaperoning of foreign broker-dealers, social media, use of foreign finders, anti-money laundering rules, alternative trading systems (ATS), exchanges, and market making issues. He also provides regulatory guidance to investment banking clients in connection with securities offerings and related trading issues.