Ill. Admin. Code tit. 14 § 130.248

Current through Register Vol. 48, No. 49, December 6, 2024

Section 130.248 - Definition of the Terms "Offers for Sale" and "Solicitations of Offers to Buy", as Used in Section 4.L of the Act

a) Sending or giving to any person, before an application for registration becomes effective, a copy of the preliminary prospectus filed as a part of the application for registration is construed an "offer for sale" or a "solicitation of an offer to buy" as used in Section 4.L of the Act provided:

1) the preliminary prospectus contains substantially the information required by the Federal 1933 Act and the Act to be included in a prospectus for registered securities, or contains substantially that information except for the omission of information with respect to the offering price, underwriting discounts or commissions, discounts or commissions to dealers, amount of proceeds, conversion rates, call prices, or other matters dependent upon the offering price, and

2) the outside front cover page of every copy of the preliminary prospectus bears the caption "Preliminary Prospectus", the date of its issuance and the statement required by paragraph (c)(8) of Item 501 of Regulations S-K, 17 C.F.R. Section 229.501, as in effect on July 1, 1984 under the Federal 1933 Act (no incorporation by reference in this Part subject to Section 5-75 of the Illinois Administrative Procedure Act, Ill. Rev. Stat. 1991, ch. 127, par. 1005-75 to include any later amendments or editions) printed in red ink in type as large as that used generally in the body thereof.

b) This Section shall not apply to the sending or giving of any preliminary prospectus if, at the time the preliminary prospectus is sent or given to any person, the application for registration is the subject of pending proceedings under Section 11.E of the Act or of an order of suspension, denial or prohibition entered under such Section.

Ill. Admin. Code tit. 14, § 130.248