SEC Amends Intrastate Offering Exemption & Increases Rule 504 Max

The Securities and Exchange Commission adopted new intrastate offering rules that permit companies “doing business” in a state (i.e,. where 80% of the company’s gross revenues or assets in located in the state, or where 80%  or more of the gross proceeds from the offering will be used in the state, or if a majority of its employees are residents of the state) to raise capital only from persons “resident” in the state.

Resales of the securities may be made only to other state residents for the first 6 months.

Under new Rule 147A advertising of the offering will be OK as long as rule is followed.

The SEC also amended Rule 504 of Regulation D under the Securities Act to increase the aggregate amount of securities that may be offered and sold from $1 million to $5 million.

About JeffKoeppel

I am a corporate/securities attorney in the Washington, DC area. Prior to joining the firm, I was a Senior Attorney Advisor in the Division of Corporation Finance at the U.S. Securities and Exchange Commission. I am a member of the Bars of the States of Maryland, New York and the District of Columbia. You can also follow this blog on LinkedIn at:
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