Alabama Issuance of Common Stock in Connection with Acquisition

State:
Multi-State
Control #:
US-CC-12-1932A
Format:
Word; 
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Description

This is an Issuance of Common Stock in Connection with Acquisition, to be used across the United States. This form simply is needed when a corporation wishes to issue, and/or sell, common stock in the company, with regard to an acquisition.
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FAQ

In a stock acquisition, a buyer acquires a target company's stock directly from the selling shareholders. With a stock sale, the buyer is assuming ownership of both assets and liabilities ? including potential liabilities from past actions of the target.

1975, § 8-6-11(a)(9), any offer or sale of securities which is made in compliance with the following requirements of this rule will be deemed to be an exempt transaction and Code of Ala.

Pursuant to Code of Alabama, 1975, Section 8-6-3(j)(8), an applicant may be denied registration if he or she is insolvent. Applicants may be required to submit a current attested balance sheet in order to confirm compliance.

Section 8-6-17 - Prohibited Acts Regarding Offer, Sale, or Purchase of Securities. Prohibited acts regarding offer, sale, or purchase of securities. (3) Engage in any act, practice or course of business which operates or would operate as a fraud or deceit upon any person.

?When used in this title, unless the context otherwise requires? (1) The term ''security'' means any note, stock, treasury stock, security future, security-based swap, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, ...

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Alabama Issuance of Common Stock in Connection with Acquisition