We represent both investors and companies in all type of securities offerings, including initial public offerings of common stock and Series Seed, Series A, B, and C rounds of equity financing, SAFE financings, and convertible debt offerings. Our services include the initial structuring, negotiating term sheets, preparation of offering memoranda and registration statements, subscription agreements, and all other primary and ancillary deal documents. We regularly make disclosure filings with the SEC and those required for compliance with blue sky state securities laws.
Ross Law Group is a leading law firm in the registration of investment advisers and exempt reporting advisers. We represent RIAs and ERAs at both the SEC level and the state level.
We also have a number of broker-dealer clients, who we assist at both the registration phase, and in providing ongoing advice relating to FINRA rules.
Services in this area include:
Term sheet preparation and negotiation
Private placement memoranda
Registration rights agreements
Filing Form D with the Securities and Exchange Commission
Compliance with the state blue sky laws
Additionally, Ross Law Group can represent your company in the following transactions:
Unregistered equity and debt offerings
Offerings outside of the United States under Regulation S
Secondary market transactions, including resales of restricted and control securities under Rules 144 and 144A
Represent Gaze Coin, an Australia-based blockchain platform for VR/AR advertising and user rewards, in its successful offering of digital assets, as well as in ongoing compliance with securities laws
U.S. legal counsel for MCB Capital Markets, the investment banking and asset management arm of the largest banking group in Mauritius, in connection with the set up of a special purpose vehicle to issue currency-hedged and unhedged leveraged debt securities to U.S. and non-U.S. invest
Represented San Francisco-based stationless electric scooter sharing company in Series B Financing
Represented U.S. parent company and India subsidiary in series seed financing by a U.S.-based venture capital fund
Represented U.S. parent company with Brazilian subsidiary in seed financing by Spanish angel investor
Represented numerous investors in offerings of digital assets
Represent FINRA-registered broker-dealer with online platform affiliate
Represent investment advisers in regard to registration with the State of New York and many other states
Represent numerous exempt reporting advisers, both in preparation and submission of Form ADV as well as in establishing compliance programs
Prepared and reviewed Code of Ethics, WISPs, and other required and recommended documents for investment advisers
Prepared and submitted numerous SEC filings such as Schedule 13G and Form 13H for private equity firms across the United States