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Jeffrey Morlend

Jeff advises both public and private clients in a range of corporate matters with a focus on securities law compliance, financing transactions and private equity investments. He counsels real estate investment trusts and other domestic and international companies in public equity and debt offerings and general disclosure matters. Jeff also represents financial institutions and public and private companies involved in a variety of industries in secured and unsecured credit facilities, including large syndicated facilities and single-lender financings, and advises sponsors and institutional investors in the formation of and investment in private investment funds for commercial timberland and farmland. During law school, Jeff served as judicial intern for the Honorable Frank M. Ciuffani, J.S.C., Superior Court of New Jersey.
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Recent Posts

What is an ATM Offering?

Posted by Jeffrey Morlend on Nov 1, 2017 12:23:35 PM

There are many ways for a public company to raise money, but one of the more increasingly popular choices is through an “at-the-market” or ATM offering, whereby a company can sell its securities into an existing trading market in a series of transactions over an extended period of time and at prices based on prevailing market prices. 

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Topics: ATM, At the Market Offering

Filed v. Furnished, What’s the Difference?

Posted by Jeffrey Morlend on Sep 18, 2017 1:45:10 PM

When disclosing information in a filing with the SEC, it is important to know whether such disclosure and any related exhibits should be "filed" or "furnished". To non-lawyers, this may seem like semantics or another technical difference among lawyers, but there is a distinct and important difference, which is oftentimes the cause behind the questions we receive from in-house counsel.

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Topics: SEC, Securities Exchange Act, incorporation, SEC Filings

What Are The Reporting Obligations Under Section 16?

Posted by Jeffrey Morlend on Jun 14, 2017 4:08:50 PM

Most in-house counsel of public companies are very familiar with the reporting obligations required by the trifecta – Form 8-Ks, Form 10-Qs and Form 10-Ks – but they oftentimes rely on outside counsel to help determine whether any filings are required to be made under Section 16 of the Exchange Act. If someone is an officer or director of a public company or owns more than 10% of any class of securities of a public company, that person is deemed to be an insider of that company and is required to file the following forms with the SEC in order to report his or her insider-ness. As a practical matter, many companies assist their insiders with these forms as a courtesy, even though they are not technically the company’s responsibility.

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Topics: Securities Exchange Act, Section 16

How to Prepare for Annual Reporting

Posted by Jeffrey Morlend on Jan 19, 2016 9:24:01 AM

Annual Reporting TipsAnnual reporting season is once again upon us, so as you dust off your to do list, here are a few of the many important items for in-house counsel to consider during the inevitable flurry of activity in the coming weeks. 

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Topics: SEC, Form 10-K, Annual Reporting

Crowdfunding – What You Need To Know

Posted by Jeffrey Morlend on Nov 12, 2015 2:24:58 PM

New Developments in Crowdfunding from the SEC

The SEC recently issued under the JOBS Act the long-awaited crowdfunding rules, whereby small businesses may raise capital from a large number of investors, each of whom contributes a small amount of money, without going through the trouble of filing a registration statement with the SEC.  However, it is important to understand the limits and filing requirements imposed by the SEC before moving forward with a crowdfunding transaction.  

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Topics: the JOBS Act, crowdfunding, SEC

How Valid Are Electronic Signatures?

Posted by Jeffrey Morlend on Oct 30, 2015 11:00:25 AM

Are electronic signatures valid?Gone are the days where all parties to a transaction sit together in a conference room, sign documents, shake hands and close a deal. Today, it seems like almost all deals are closed via electronic transmission, which begs the question we often receive from in-house counsel - how valid are electronic signatures in commercial transactions? 

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Topics: international transactions, electronic signatures, enforceability

Top Tips for Preparing Your Quarterly Reports on Form 10-Q

Posted by Jeffrey Morlend on Oct 16, 2015 9:05:58 AM

Avoid common errors when preparing your quarterly reports

This is the first in a series of posts that identify certain issues faced by in-house counsel of public companies in a range of corporate matters.  To kick us off, we will examine three items to consider when preparing your Quarterly Reports on Form 10-Q to avoid common errors.

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Topics: Form 10-Q, quarterly reports, the JOBS Act

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The legal landscape is changing and we're here to share our perspective

We want to help you lead your legal department both as a manager of people and as a thought leader within your company advising your executives on the myriad legal issues that present opportunities and challenges. We also understand that you may not have time to read every decision, rule change or trend that relates to your daily life in your company, and we hope that we can help keep you up to date on the important stuff.

The material on this site is for general information only and is not legal advice. No liability is accepted for any loss or damage which may result from reliance on it. Always consult a qualified lawyer about a specific legal problem.

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