Sec. 36b-31-21b-9a - Exemption for transactions pursuant to Section 4 (2) of the Securities Act of 1933

§ 36b-31-21b-9a. Exemption for transactions pursuant to Section 4 (2) of the Securities Act of 1933

(a) For purposes of section 36b-21(b) (9) (A) of the general statutes, a transaction not involving a public offering within the meaning of Section 4 (2) of the Securities Act of 1933 shall be exempt from section 36b-16 of the general statutes if the requirements of this section are satisfied, provided, transactions effected in reliance on the federal exemption in Rules 501, 502, 503 and 506 of Regulation D, 17 C.F.R. §§ 230.501, 230.502, 230.503 and 230.506 under the Securities Act of 1933, shall be governed by section 36b-31-21 b-9b of the regulations.

(b) Prior to the first sale of securities in this state, the issuer shall file with the commissioner a notice manually signed by a person duly authorized by the issuer. The notice shall include (1) the issuer's name and address, the names of the issuer's officers, directors, general partners or persons occupying a similar status, a brief description of the securities to be sold, the selling price of the securities, the amount of securities to be sold, the name and address of the person who will offer or sell the securities in this state, whether the person offering or selling the securities in Connecticut shall receive any direct or indirect remuneration related to offers or sales of such securities and whether such person is engaged in the business of effecting securities transactions; (2) an undertaking by the issuer to furnish the commissioner, upon the commissioner's written request, with any offering materials used in connection with the sale of the securities in this state; (3) a Uniform Consent to Service of Process (Form U-2) executed pursuant to section 36b-33(g) of the general statutes; and (4) the filing fee prescribed by section 36b-21(b) (9) of the general statutes.

(c) Failure to timely file the notice required by this section shall not, in and of itself, preclude reliance on the exemption afforded by section 36b-21(b) (9) of the general statutes. If the commissioner finds that such notice has not been timely filed with respect to more than one offering, he may issue an order restricting the right to use exemptions under this section and section 36b-31-21 b-9b of the regulations in the future. Such order may be directed to any person subject to the prohibition in section 36b-16 of the general statutes.

(d) Until such time as the offering has been completed, the issuer shall promptly notify the commissioner in writing of any material changes in the information submitted pursuant to this section. The issuer shall also provide to the commissioner such additional information concerning the status or nature of the offering as the commissioner may request, either prior to, or following, completion of the offering.

(Effective August 22, 1994; Transferred July 3, 1995)

The following state regulations pages link to this page.