Carta Representacion - Rule 144 Seller's Representation Letter Non-Affiliate

• Category: Carta - Representación del vendedor
• State: Multi-State
• County: Wayne
• Control #: US-1044BG
• Format: Word

Description

When you acquire restricted securities or hold control securities, you must find an exemption from the SEC's registration requirements to sell them in a public marketplace. Rule 144 allows public resale of restricted and control securities if a number of conditions are met. Restricted securities are securities acquired in unregistered, private sales from the issuing company or from an affiliate of the issuer. Investors typically receive restricted securities through private placement offerings, Regulation D offerings, employee stock benefit plans, as compensation for professional services, or in exchange for providing "seed money" or start-up capital to the company An affiliate is a person, such as an executive officer, a director or large shareholder, in a relationship of control with the issuer. Control means the power to direct the management and policies of the company in question, whether through the ownership of voting securities, by contract, or otherwise. If you buy securities from a controlling person or "affiliate," you take restricted securities. Attorneys, transfer agents and brokers must be certain that all of the conditions of Rule 144 are met prior to taking action to remove a restrictive legend, but only the Seller can ensure that all the conditions are present at the actual time of sale. In order to protect themselves in issuing opinion letters and removing legends, transfer agents and most attorneys now require a letter from the Seller making certain representations and affirmations regarding their eligibility to rely on Rule 144 in the sale of their securities. This letter is commonly referred to as a Seller's Representation Letter. Wayne Michigan Rule 144 Sellers Representation Letter Non-Affiliate is a legal document that establishes the representations made by a non-affiliated seller of restricted securities in accordance with Rule 144 under the Securities Act of 1933. This letter is specifically designed to protect both the seller and potential buyers by ensuring compliance with the governing rules and regulations. In Wayne, Michigan, there are different types of Rule 144 Sellers Representation Letter Non-Affiliate categorized based on the specific circumstances they address. These may include: 1. Individual Non-Affiliate Seller's Representation Letter: This type of letter is used when an individual who is not an affiliate of the issuing company intends to sell restricted securities under Rule 144. It entails the individual making certain representations about their non-affiliation status, compliance with holding periods, and intent to sell the securities. 2. Corporate Non-Affiliate Seller's Representation Letter: This variant is applicable when a corporation or entity, which is not an affiliate of the issuer, plans to sell restricted securities under Rule 144. It requires the corporation to provide assurances regarding non-affiliation, adherence to holding periods, and compliance with all applicable securities laws. 3. Non-Affiliate Seller's Letter for Broker-Dealer: This type of letter is specific to broker-dealers who are non-affiliates of the issuer and wish to sell restricted securities under Rule 144. It includes representations related to the broker-dealer's compliance with registration requirements, non-affiliation status, and adherence to applicable securities regulations. 4. Non-Affiliate Seller's Representation Letter for Private Funds: This variant caters to non-affiliated sellers who are associated with private funds and intend to sell restricted securities under Rule 144. It involves representations related to the fund's compliance with regulations, non-affiliation status, and adherence to specified holding periods. These various types of Wayne Michigan Rule 144 Sellers Representation Letter Non-Affiliate serve as critical safeguards in the securities market. They set legal boundaries for non-affiliated sellers, ensuring transparency, compliance, and protection for all parties involved in the sale of restricted securities.

Wayne Michigan Rule 144 Sellers Representation Letter Non-Affiliate is a legal document that establishes the representations made by a non-affiliated seller of restricted securities in accordance with Rule 144 under the Securities Act of 1933. This letter is specifically designed to protect both the seller and potential buyers by ensuring compliance with the governing rules and regulations. In Wayne, Michigan, there are different types of Rule 144 Sellers Representation Letter Non-Affiliate categorized based on the specific circumstances they address. These may include: 1. Individual Non-Affiliate Seller's Representation Letter: This type of letter is used when an individual who is not an affiliate of the issuing company intends to sell restricted securities under Rule 144. It entails the individual making certain representations about their non-affiliation status, compliance with holding periods, and intent to sell the securities. 2. Corporate Non-Affiliate Seller's Representation Letter: This variant is applicable when a corporation or entity, which is not an affiliate of the issuer, plans to sell restricted securities under Rule 144. It requires the corporation to provide assurances regarding non-affiliation, adherence to holding periods, and compliance with all applicable securities laws. 3. Non-Affiliate Seller's Letter for Broker-Dealer: This type of letter is specific to broker-dealers who are non-affiliates of the issuer and wish to sell restricted securities under Rule 144. It includes representations related to the broker-dealer's compliance with registration requirements, non-affiliation status, and adherence to applicable securities regulations. 4. Non-Affiliate Seller's Representation Letter for Private Funds: This variant caters to non-affiliated sellers who are associated with private funds and intend to sell restricted securities under Rule 144. It involves representations related to the fund's compliance with regulations, non-affiliation status, and adherence to specified holding periods. These various types of Wayne Michigan Rule 144 Sellers Representation Letter Non-Affiliate serve as critical safeguards in the securities market. They set legal boundaries for non-affiliated sellers, ensuring transparency, compliance, and protection for all parties involved in the sale of restricted securities.

Para su conveniencia, debajo del texto en español le brindamos la versión completa de este formulario en inglés. For your convenience, the complete English version of this form is attached below the Spanish version.