We offer legal advice and solution
OUR VISION
Welcome to KLJ Law Group
Our securities and corporate law firm provides sophisticated legal counsel to public and private companies navigating the complex landscape of capital markets and corporate transactions. With deep experience in SEC compliance, securities offerings, and corporate governance, we serve as trusted advisors to businesses ranging from emerging growth companies to established public entities. Our team brings together extensive knowledge of federal and state securities laws with practical business insight to help clients achieve their strategic objectives while maintaining full regulatory compliance.
We specialize in guiding companies through critical transactions and ongoing compliance obligations, from initial public offerings and private placements to mergers and acquisitions and continuous SEC reporting requirements. Our attorneys have substantial experience representing issuers, underwriters, and institutional investors in a wide range of securities transactions, including IPOs, follow-on offerings, PIPEs, and private placements. We pride ourselves on providing responsive, business-focused legal solutions that address our clients’ immediate needs while positioning them for long-term success in the capital markets.
Our practice is distinguished by our frequent involvement in cross-border securities transactions and our deep understanding of the unique challenges facing foreign companies accessing U.S. capital markets. We maintain strong relationships with investment banks, accounting firms, and other key market participants to ensure our clients receive comprehensive, coordinated service throughout their capital raising and compliance activities. Whether you are conducting your first securities offering or managing ongoing reporting obligations as a seasoned public company, we provide the experienced guidance and practical solutions you need to navigate the securities laws successfully.
Practice Areas
- SECURITIES
- CORPORATE
- SEC REPORTING & COMPLIANCE
- Preparation and review of Forms 10-K, 10-Q, and 8-K
- Proxy statements and annual meeting materials
- Section 16 compliance and beneficial ownership reporting
- Insider trading policies and Rule 10b5-1 programs
- Rule 144 compliance for restricted securities
- Corporate governance and board advisory services
- MERGERS & ACQUISITIONS
- Due diligence
- Valuations and transaction structure
- Negotiating and drafting all documents (from term sheets to definitive agreements)
- Drafting and coordinating the filing of all SEC disclosure related documents including Super 8-Ks, information or proxy statements, Section 16 filings and FINRA related documents/filings
- GENERAL COUNSELING
- Counseling regarding disclosure and other regulatory obligations under the Securities Act of 1933, the Securities Exchange Act of 1934 and the Sarbanes-Oxley Act
- Counseling on stockholder proposals, contested elections, and other forms of stockholder activism
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Counseling concerning sales of securities by insiders and affiliates, including Section 16 compliance, Rule 10b5-1 programs, Rule 144 compliance and insider trading guidelines and restrictions
- Cross-border securities offerings and Regulation S compliance
- OFFERINGS
- Private placements utilizing Regulation D
- Direct public offerings registered with the SEC and State Securities Regulators
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Initial public offerings (IPOs) and follow-on financings through registered broker/dealers
- PIPEs
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Reverse mergers with concurrent financing
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Secured debt financing
- Preferred stock offerings
- SPAC transactions
- Going private transactions
Attorney Profile
Kyle Leung
Managing Partner
Professional Fields & Experience Kyle focuses on fundraising and on guiding companies from private ownership to public markets. His practice spans general corporate governance, IPOs, and ongoing securities-law compliance—drafting registration statements, board resolutions, and NASDAQ listing applications.
He regularly advises private and public companies as well as broker-dealers on private and public debt and equity financings, SEC-registered offerings, periodic reporting, and stock-exchange listing or uplisting. Kyle also structures and negotiates merger-and-acquisition transactions, underwriter-compliance programs, and a wide range of commercial contracts.
Much of his work with private companies involves reverse mergers with public shells coupled with simultaneous private placements, asset acquisitions, and other M&A deals. He has extensive experience taking start-ups public and steering them through every stage of the seed-to-exit lifecycle.
Admission Kyle is admitted to the State Bar of California and the District of Columbia Bar.
Education He holds a J.D. from The Chinese University of Hong Kong, an LL.M. from Northwestern University, a Graduate Diploma in Law from BPP University, an M.S. in Civil Engineering from Tsinghua University, and a B.Com. from McMaster University.
Languages He works in Mandarin Chinese, Cantonese, and English.