Law Blog Category: Safe Harbors
Insider Trading- A Case Study
October 07, 2014 in Insider Trading, Rule 10b5-2(b), S-1 Registration Statement, Safe Harbors, Uncategorized
Corporate Communications During the Public Offering Process; Avoid Gun Jumping
August 12, 2014 in Direct Public Offering (DPO), Free Writing Prospectus, Gun Jumping, IPO, JOBS ACT, Rule 134, Rule 135, Safe Harbors, Section 5, Securities Attorneys, Small Cap Market, Uncategorized
Concurrent Public and Private Offerings
Securities Law Update: Intrastate Offerings Section 3(a)(11) and Rule 147 Examined
Section 3(a)(11) of the Securities Act of 1933, as amended (Securities Act) provides an exemption from the registration requirements of Section 5 of the Securities Act for “[A]ny security which is a part of an issue offered and sold only to persons resident within a single State or Territory, where the issuer of such security is a person resident and doing business within or, if a corporation, incorporated by and doing business within, such State or Territory.” (“Intrastate Exemption”) Rule 147 promulgated under the Securities Act provides for further application of the Intrastate Exemption.