Texas Statement or Legend on Stock Certificate - Notice of Restriction on Transfer - Stock not Registered - Intrastate Exemption
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FAQ
Rule 504 of Regulation D provides an exemption from the registration requirements of the federal securities laws for some companies when they offer and sell up to $10,000,000 of their securities in any 12-month period.
Under it, certain securities listed on stock exchanges, such as NASDAQ or NYSE, are exempt from state blue sky laws. Securities exempt by Rule 506 under federal law are also exempt under blue sky laws.
Securities that are exempt from the registration provisions of the Securities Act of 1933 are principally governmental debt issues, including U.S. Government debt, U.S. Government agency debt, such as Ginnie Mae debt, and municipal debt such as general obligation bonds.
Under the federal securities laws, any offer or sale of a security must either be registered with the SEC or meet an exemption. Regulation A is an exemption from the registration requirements, allowing companies to offer and sell their securities without having to register the offering with the SEC.
The most common exemptions from the registration requirements include: Private offerings to a limited number of persons or institutions; Offerings of limited size; Intrastate offerings; and.
Rule 504 is an SEC regulation that allows companies to sell up to $10 million in securities in a 12-month period without registration. The company must file Form D within 15 days of the first sale. It must also comply with all regulations and laws in the states where the securities are being sold or offered.
Intrastate Offerings Rule 109.13(l), the Intrastate Limited Offering Exemption, exempts sales by issuers or by a registered dealer acting on the issuer's behalf, made without public solicitation or advertisements, if all offers and sales are made in an offering solely within Texas in any 12-month period.
The most common exemptions from the registration requirements include: Private offerings to a limited number of persons or institutions; Offerings of limited size; Intrastate offerings; and.
