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Securities Transactions and Regulations

Skilled in the Full Range of Securities Law Issues

Saul Ewing Arnstein & Lehr's Securities Transactions and Regulations (STAR) attorneys represent clients in every major area of securities law, providing regulatory, transactional, and litigation counsel to meet their needs. We understand the needs and constraints of a growing business and we work closely with entrepreneurs, development stage, and mid-sized private and public companies covering a wide range of industries and private equity and hedge funds and other investment vehicles to provide counsel in all securities matters from raising capital to maintaining regulatory compliance.

Securities Compliance and Corporate Governance

Our corporate attorneys provide advice and support to clients in handling problems associated with corporate governance, such as securities law disclosures, corporate audits, and corporate investigations. We use a proactive approach, with compliance strategies designed to detect potential violations of state and federal laws before they occur. Typical compliance counseling for our clients involves:

  • Registration of securities
  • Periodic reporting of public companies
  • Reporting obligations of directors, officers, and major shareholders
  • Insider trading prohibitions
  • Proxy solicitation rules

In addition, our attorneys provide counsel regarding the formation and compliance of broker-dealers and investment advisers. We represent broker-dealers in private and public offerings and provide regulatory advice and representation of broker-dealers before the SEC, FINRA, state securities regulators and national exchanges.

Transaction Representation

Attorneys in the STAR group have decades of experience representing companies seeking public and private capital, venture capitalists and strategic investors, investment bankers, and securities professionals. We represent clients in the formation and documentation of private equity funds and advise them in connection with investment of their assets. We bring a practical, problem-solving approach to securities law, helping clients maximize economic and regulatory opportunities. Members of our team include:

  • An attorney designated by the NASD and the Wharton School as a Certified Compliance Professional
  • A member of the American Bar Association's Committee on Federal Regulation of Securities Mergers and Acquisitions: Handling Complex Matters Mergers and Acquisitions
  • Former SEC attorneys who served in the Division of Corporate Finance in Washington, D.C. and the Division of Enforcement in New York and Miami

Mergers and Acquisitions

Saul Ewing Arnstein & Lehr's STAR attorneys advise clients in the securities law aspects of merger and acquisition transactions, including:

  • Mergers and consolidations, including reverse mergers, SPACS and going-private transactions
  • Stock and asset acquisitions
  • Strategic alliances
  • Joint ventures
  • Proxy contests
  • Reorganizations
  • Anti-takeover defenses

We represent purchasers and sellers in a variety of industries, handling transactions ranging from routine acquisitions to complex multi-party negotiations.

In addition, we frequently represent the interests of securities issuers and underwriters through:

  • Equity and debt offerings, including initial and secondary public offerings, traditional private placements and PIPEs
  • Listing on national and foreign stock exchanges
  • Real estate investment trust offerings
  • Asset-backed securities offerings
  • Offshore capital raises

Our team is complemented by Saul Ewing Arnstein & Lehr attorneys who practice in the areas of tax, intellectual property, white collar criminal defense, and international law. In addition, where appropriate, we leverage the experience of a close network of foreign attorneys.


The group includes attorneys who have been named to the following lists:

Trade Groups & Associations


Mark I. Gruhin
Justin B. Ettelson
Michael A. Gold