Sec. 431. Certain accredited investor transactions
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Section 4 of the Securities Act of 1933 ( 15 U.S.C. 77d ) is amended— by amending subsection
(d)to read as follows: The transactions referred to in subsection (a)(7) are transactions where— each purchaser is an accredited investor, as that term is defined in section 230.501(a) of title 17, Code of Federal Regulations (or any successor thereto); and if any securities sold in reliance on subsection (a)(7) are offered by means of any general solicitation or general advertising, all such sales are made through a platform available only to accredited investors. Securities sold in reliance on subsection (a)(7) shall be deemed to have been acquired in a transaction not involving any public offering. The exemption provided by this subsection shall not be available for a transaction where the seller is— an issuer, its subsidiaries or parent; an underwriter acting on behalf of the issuer, its subsidiaries or parent, which receives compensation from the issuer with respect to such sale; or a dealer. A transaction meeting the requirements of this subsection shall be deemed not to be a distribution for purposes of section 2(a)(11). ; and by striking subsection (e).
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- 15 USC 77d
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Sec. 431
Certain accredited investor transactions
Cite15 USC 77d
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