Md. Code Regs. 02.02.04.01

Current through Register Vol. 51, No. 21, October 18, 2024

Section 02.02.04.01 - Requirements for Compliance with Not-for-Profit Exemption

A. Securities offered pursuant to the Maryland Securities Act, Corporations and Associations Article, §11-601(9)(i), Annotated Code of Maryland, shall be deemed exempt securities if the nationwide aggregate offering price does not exceed $150,000.

B. Securities offered pursuant to the Maryland Securities Act, Corporations and Associations Article, §11-601(9)(ii), Annotated Code of Maryland, shall be deemed exempt securities if the following conditions are satisfied:

(1) Exempt Securities-----General Conditions.

(a) The issuer shall notify the Commissioner in writing at least 10 days before the first sale of the securities in this State.

(b) The notification shall contain the following information:

(i) Name, address, and telephone number of the issuer;

(ii) Name, address, telephone number, and CRD number, if applicable, of the broker-dealer or issuer's agent registered in this State who will offer the securities.

(c) An affirmation that a commission or remuneration for soliciting any prospective buyer may not be paid except to a broker-dealer or issuer's agent registered in this State.

(d) An affirmation that all prospective buyers will receive, before any sale, a disclosure document containing the information required by Form MLOE-2 of Regulation .12 of this chapter. The financial information required by Item 19, Part I of Form MLOE-2, need not be provided.

(2) The issuer shall pay the filing fee pursuant to the Maryland Securities Act, Corporations and Associations Article, §11-506(b), Annotated Code of Maryland.

C. The exemption for an offering made pursuant to this exemption shall be effective for 1 year from the date that the notification filing is accepted by the Commissioner. The exemption may be extended for successive 1-year periods by complying with the provisions of §B of this regulation.

Md. Code Regs. 02.02.04.01

Regulations .01 adopted effective April 15, 1991 (18:7 Md. R. 770)