227.01 The intrastate offering exemption is not rendered unavailable solely because the proceeds of the offering will be temporarily invested in out-of-state CDs. [Nov. 26, 2008]
227.02 An issuer makes an offering of securities in reliance upon the Section 3(a)(11) exemption and permits purchasers to pay for their securities in installments. The question was raised whether such purchasers must satisfy the residency requirement of Section 3(a)(11) until the completion of their installment payments. If an installment payment represented a separate investment decision, the purchaser must be a resident at the time of that payment. On the other hand, if a purchaser was unconditionally committed to make the installment payment by the initial decision to invest, the purchaser need not remain a resident during the installment period. [Nov. 26, 2008]
227.03 An exchange offer would not be exempt under Section 3(a)(11) where it is necessary to make the offer to some joint holders of stock of the subject company who are non-residents of the state where the issuer is resident. [Nov. 26, 2008]
227.04 A new corporation would not be precluded from relying on Section 3(a)(11) for an offering simply because a significant part of its business would be interstate mail order. [Nov. 26, 2008]
227.05 A purchaser in an offering exempt from registration under Section 3(a)(11) intends to transfer the securities to the purchaser’s IRA less than nine months after the offering. The IRA is administered by an out-of-state trustee. The residence of the trustee would not affect the availability of the intrastate exemption for the offering. [Nov. 26, 2008]
227.06 Sales of stock to promoters pursuant to Section 4(2) generally are not integrated with a subsequent intrastate offering exempt from registration pursuant to Section 3(a)(11). [Nov. 26, 2008]
Select a section below and enter your search term, or to search all click
C&DIs
✕
Welcome to Viewpoint, the new platform that replaces Inform. Once you have viewed this piece of content, to ensure you can access the content most relevant to you, please confirm your territory.
Viewpoint allows you to save up to 25 favorites.
Consider removing one of your current favorites in order to to add a new one.
Are you still working? Click here to extend your session to continue reading our licensed content, if not, you will be automatically logged off.
You are already signed in on another browser or device.
Click Continue if you want to automatically close other logged in sessions and continue. If you want to manually check for other active logged in sessions first, please select Cancel to go back to the previous page.