Restricted Stock Legal Opinion
Several factors affect the start date of your holding period as a holder of restricted shares: No. “Free trade” actions do not exist under Rule 144. Rule 144 is a transaction exception that allows the sale of shares blocked on the public market once certain conditions are met. Compliance with the conditions does not make securities “free trading”. You can work with your own investment dealer who can help you gather the necessary documents for the application. Once approved, the stock can be deposited directly into your brokerage account for resale. Affiliates, insiders and controllers should follow this option. Refund Policy – In the event that Rule144Solution.com determines that they are unable to form an opinion based on your facts and circumstances or those of the company whose securities require evaluation, your fees will be immediately credited to your Card. Your fees will remain in our lawyer`s trust account until the expert opinion is submitted or your fees are credited to you. If Rule144Solution.com does not receive additional documents and/or signatures requesting your opinion within three months, your fees will be deemed to be earned based on the time spent reviewing, managing and contacting you. Your fees may be applied to a future notice for the same company within twelve months of your payment date if you provide a copy of your payment confirmation via email when you request the future notice. SecondMarket and SharesPost are private secondary markets for private company securities.
Employees and investors may use these stock exchanges to sell shares received pursuant to a Regulation D offer or other private offers that meet the conditions of Rule 144. Rule 144 is the most common exemption that allows the resale of non-publicly traded securities, which is otherwise illegal in the United States. The regulation contains certain conditions that a shareholder must meet in order to sell unregistered, “restricted” or “controlled” securities on the public market. SHELL COMPANY CONSIDERATIONS – SEC filings for quarterly (10-Q) and annual (10-K) reports include a question on the first page about whether the company is a “shell company.” The answers from most companies are generally correct. We will check that again. We also determine whether the issuing company was once a shell corporation and, if so, whether Rule 144 is now available. Because it can be complicated to determine whether an issuing entity is or has been a “shell corporation”, for the purposes of determining your holding period requirement and the availability of Rule 144, you can assume that it was never a shell corporation unless you knew it was. If the issuing company is now a shell corporation, Rule144Solution.com will not make a statement.
If the issuing company was not now, but never before, a “letterbox company” and Rule 144 is not available now, we will inform you of the relevant notice. Rule 144 is the most common exception that allows the resale of securities not registered on the public exchange, which is otherwise illegal in the United States. 9 minutes spent reading *Includes companies that voluntarily file reports with the SEC with a 333 prefix for their file number and disclosed fewer than 300 shareholders listed in their most recent Annual Report on Form 10-K. Must have publicly up-to-date information (SEC or OTCM arrakets reports). If, as a shareholder, you meet the above five conditions, Rule 144 allows you to sell your restricted securities and have the restrictive legend removed. You must obtain a lawyer`s opinion that the sale qualifies for an exemption under Rule 144 (the letter under Rule 144). At present, it is not clear whether securities acquired under a crowdfunding offer under Title III/Section 4(a)(6) would be eligible for resale under Rule 144. Section 4(a) Paragraph 6 does not define such titles as subject to restrictions under Rule 144. However, the article expressly makes the resale of these securities subject to a one-year holding period, unless they are resold to the issuer, an accredited investor, as part of a registered offer or to a member of the buyer`s family (or in connection with the buyer`s death, divorce or similar circumstances). Rule 144 is important because it provides an exception that allows you to sell these securities on the public exchange without registering them with the SEC.