Current through Register Vol. 54, No. 39, September 28, 2024
Section 207.091 - Subscription contractsWith respect to securities proposed to be sold under one of the following registration statements, a copy of a subscription or sale contract proposed to be used shall be filed with the Department, as an exhibit, before its use in this Commonwealth:
(1) A registration statement filed under section 205 of the act (70 P.S. § 1-205) if the securities to be sold are exempt from registration under section 5 of the Securities Act of 1933 (15 U.S.C.A. § 77e) under Regulation A promulgated under section 3(b) of the Securities Act of 1933 (15 U.S.C.A. § 77c(b)).(2) A registration statement filed under section 206 of the act (70 P.S. § 1-206) if the securities to be sold are exempt from registration under section 5 of the Securities Act of 1933, under section 3(a)(4) or (11) of the Securities Act of 1933, Regulation A promulgated under section 3(b) of the Securities Act of 1933 or Rule 504 of Regulation D promulgated under section 3(b) of the Securities Act of 1933.(3) A registration statement filed under section 205 or 206 of the act if the securities to be sold are interests in a direct public participation program.The provisions of this §207.091 adopted February 21, 1975, effective 2/22/1975, 5 Pa.B. 334; amended June 20, 1975, effective 6/21/1975, 5 Pa.B. 1593; amended October 10, 1997, effective 10/11/1997, 27 Pa.B. 5255; transferred and renumbered from 64 Pa. Code § 207.091, December 14, 2012, effective 12/15/2012, 42 Pa.B. 7533; amended January 12, 2018, effective 1/13/2018, 48 Pa.B. 389.The provisions of this §207.091 amended under section 202.C of the Department of Banking and Securities Code (71 P.S. § 733-202.C); section 609(a) of the Pennsylvania Securities Act of 1972 (70 P.S. § 1-609(a)); and section 9(b) of the Takeover Disclosure Law (70 P.S. § 79(b)).