Securities Lawyer 101 l Brenda Hamilton

Securities Lawyer 101 l Brenda Hamilton

Sunday, February 24, 2013

The Rule 147 Intrastate Exemption

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  1. Section 3(a)(11) of the Securities Act of 1933, as amended (the “Securities Act”), is generally known as the “intrastate offering exemption.” It provides an exemption from the registration requirements of the Securities Act for “any security which is a part of an issue offered and sold only to persons who reside in 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.” Rule 147 promulgated under the Securities Act provides a safe harbor for offerings conducted pursuant to the Intrastate Exemption.