News & Analysis as of

Transacting Intrastate Business Securities and Exchange Commission (SEC)

Polsinelli

SEC Adopts Changes to Regulation D and Intrastate Offerings and Proposes Use of “Universal Proxy Cards” in Contested Director...

Polsinelli on

On Oct. 26, the Securities and Exchange Commission adopted final rules increasing the threshold for offerings made under Rule 504 of Regulation D and broadening the intrastate offering exemption afforded by Rule 147. These...more

Cozen O'Connor

SEC Proposes to Require Universal Proxies; Adopts Final Rules to Facilitate Intrastate Offerings

Cozen O'Connor on

On October 26, 2016, the Securities and Exchange Commission (SEC) proposed amendments to the proxy rules to require parties in contested elections to use universal proxy cards that would include the names of all board of...more

Manatt, Phelps & Phillips, LLP

SEC Eases Rules on Intrastate Crowdfunding

On October 26 the Securities and Exchange Commission (SEC) unanimously adopted new and amended rules aimed at making it easier for companies to raise money from investors through intrastate and small offerings....more

Ballard Spahr LLP

SEC Adopts Final Rules to Facilitate Intrastate and Regional Securities Offerings

Ballard Spahr LLP on

The Securities and Exchange Commission (SEC) has adopted final rules modernizing and expanding the ways in which smaller companies can raise capital. Rule 147 of the Securities Act of 1933, as amended, provides a safe...more

Lowndes

NOTICE: SEC Adopts Rules to Facilitate Intrastate and Regional Securities Offerings

Lowndes on

On October 26, 2016, the Securities and Exchange Commission (SEC) adopted final rules that modernize how companies can raise money to fund their businesses through intrastate and regional securities offerings....more

Morrison & Foerster LLP

SEC Adopts Final Rules Regarding Intrastate and Regional Offerings - Updated

Morrison & Foerster LLP on

On October 26, 2016, the Securities and Exchange Commission (the “SEC”) adopted final rules regarding intrastate and regional offerings, which largely follow the SEC’s proposed rules issued on October 30, 2015. The final...more

Allen Matkins

Will New Rule 147A Lead To A Renaissance In California Permit Applications?

Allen Matkins on

Yesterday, the Securities and Exchange Commission adopted a new intrastate offering exemption under the Securities Act of 1933. Significantly, new Rule 147A will have no restrictions on offers and will not require that an...more

Stinson - Corporate & Securities Law Blog

New SEC Rules for Intrastate and Regional Securities Offerings

The SEC has adopted final rules to modernize intrastate securities offerings under Rule 147, adopted new Rule 147A to broaden the availability of the existing safe harbor for intrastate securities offerings and amended Rule...more

Morrison & Foerster LLP - JOBS Act

SEC Adopts Final Rules Regarding Intrastate and Regional Offerings

On October 26, 2016 at an open meeting, the SEC adopted final rules regarding intrastate and regional offerings, which closely follow the SEC’s proposed rules issued on October 30, 2015. The final rules amend Securities Act...more

Morrison & Foerster LLP

SEC Proposes Rule Changes to Pave the Way for Intrastate and Regional Offerings

At the same time the Securities and Exchange Commission (the “SEC”) adopted rules implementing Regulation Crowdfunding pursuant to Title III of the Jumpstart Our Business Startups Act (the “JOBS Act”), the agency proposed...more

Allen Matkins

What’s So Special About An 80% Doing Business Threshold?

Allen Matkins on

In yesterday’s post, I dipped into the SEC’s proposed amendments to Rule 147, a safe harbor for intrastate offerings exempt from registration pursuant to Section 3(a)(11) of the Securities Act of 1933.  Among other things,...more

Allen Matkins

Rule 147 Changes May Cause Uptick In California Securities Qualifications

Allen Matkins on

As has been widely noted, the Securities and Exchange Commission has proposed amending Rule 147 under the Securities Act of 1933.  That Rule provides a safe harbor for compliance with the Section 3(a)(11) exemption from...more

Stinson - Corporate & Securities Law Blog

SEC Proposes to Ease Intrastate Offering Exemption to Facilitate Crowdfunding

The SEC has proposed amendments to Rule 147 under the Securities Act of 1933, which currently provides a safe harbor for compliance with the Section 3(a)(11) exemption from registration for intrastate securities offerings....more

Clark Hill PLC

Crowdfunding Gets Local: What Entrepreneurs and Start-Ups Need to Know to Capitalize on Exemptions for Intrastate Crowdfunding in...

Clark Hill PLC on

Many entrepreneurs and start-up companies are looking for innovative ways to raise money without the red tape of the securities laws. Crowdfunding is often touted as the solution to this dilemma. In its simplest terms,...more

Jackson Walker

Texas Adopts Intrastate M&A Dealer Exemption

Jackson Walker on

On February 16, 2015, the Texas State Securities Board voted to formally adopt their proposed Rule 139.27, which provides an exemption from dealer registration for intermediaries providing services solely in connection with...more

Jackson Walker

Texas Adopts Intrastate Crowdfunding Exemption

Jackson Walker on

On October 22, 2014, the Texas State Securities Board (the "TSSB") voted to formally adopt its proposed Rule 139.25, which provides an exemption from registration for intrastate securities offerings employing a limited...more

Cooley LLP

Blog: SEC Staff Issues CDI Regarding Use Of The Internet In Connection With Intrastate Offerings — How Feasible Is It?

Cooley LLP on

The SEC staff has posted another new CDI regarding internet communications, this one advising how issuers may conduct intrastate offerings under Rule 147 and still use the internet to communicate offers. The question is...more

Stinson - Corporate & Securities Law Blog

SEC Says Use IP Addresses to Control Intrastate Offerings

In a new CDI, the SEC indicates it may be possible to use IP addresses to control internet communications so that offers are made only in one state and qualify for the intrastate exemption under Rule 147. In Securities Act...more

Smith Anderson

Recent Developments for Intrastate Crowdfunding and Social Media Use

Smith Anderson on

In June 2013, the N.C. House of Representatives approved HB 680, the Jumpstart Our Business Startups Act (NC JOBS Act) by an overwhelming bipartisan vote of 103-1. Designed to utilize the “intrastate offering” exemption found...more

Winstead PC

Crowdfunding: It’s Coming to Texas

Winstead PC on

In late April, the Texas Securities Board issued proposed regulations that would allow crowdfunding in intrastate transactions in Texas. The word on the street is that the proposed regulations will become final in August...more

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