Arizona Statement or Legend on Stock Certificate - Notice of Restriction on Transfer - Stock not Registered - Intrastate Exemption

• Category: Corporations - Shareholders and Stock
• State: Multi-State
• Control #: US-1057BG
• Format: Word; Rich Text

Description

A Legend is a statement on a stock certificate noting restrictions on the transfer of the stock, often due to SEC requirements for unregistered securities. The Securities Act of 1933 regulates the initial sale of securities to the public. Some securities are exempt from coverage of the Act. Certain stock issue transactions are also exempt (i.e., exempt from registration with the Securities and Exchange Commission). The most common exempt transaction that close corporations take advantage of is the intrastate offering. To qualify for this exemption, both the investors and the issuer must all be residents of the same state. The issuer must also meet the following requirements: • 80% of its assets must be located in the state; • 80% of its income must be earned from operations within the state; and • 80% of the proceeds from the sale must be used on operations within the state. Also, for nine months after the issuance, the stock can only be sold to state residents. Arizona Statement or Legend on Stock Certificate — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption provides important information about the limited transferability of a specific stock certificate within the state of Arizona. This statement or legend is typically seen on stock certificates issued by companies that are utilizing an exemption from the federal registration requirements under the Intrastate Exemption. The purpose of this statement or legend is to inform shareholders, potential buyers, and interested parties of the restrictions associated with the transfer of the stock. It highlights that the stock is not registered with the Securities and Exchange Commission (SEC) and can only be traded or transferred within the state of Arizona. This notice acts as a safeguard for investors, preventing them from unknowingly purchasing stock that may not be compliant with federal securities laws. It ensures that shareholders are aware that they can only sell or transfer their shares to individuals or entities who are also Arizona residents. Different types of Arizona Statements or Legends on Stock Certificates — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption may include: 1. Limited Transferability: This statement specifies that the stock certificate is subject to restrictions on transfer, highlighting that it can only be sold or transferred within the state of Arizona. It emphasizes the need for potential buyers to consider this limitation before engaging in any stock transactions. 2. Compliance with Intrastate Exemption: This legend indicates that the stock is exempt from federal registration requirements under the Intrastate Exemption. It informs shareholders that the issuing company has met the necessary criteria to utilize this exemption and has complied with state securities laws. 3. Disclosure of State-Specific Regulations: This statement may outline key provisions or regulations related to intrastate stock transfers mandated by the Arizona Corporation Commission or other relevant regulatory bodies. It ensures that shareholders are aware of any specific rules and requirements applicable to their stock. Overall, the Arizona Statement or Legend on Stock Certificate — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption serves as a vital disclosure mechanism to protect investors and provide transparency regarding the limited transferability of a particular stock certificate within Arizona's boundaries.

Arizona Statement or Legend on Stock Certificate — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption provides important information about the limited transferability of a specific stock certificate within the state of Arizona. This statement or legend is typically seen on stock certificates issued by companies that are utilizing an exemption from the federal registration requirements under the Intrastate Exemption. The purpose of this statement or legend is to inform shareholders, potential buyers, and interested parties of the restrictions associated with the transfer of the stock. It highlights that the stock is not registered with the Securities and Exchange Commission (SEC) and can only be traded or transferred within the state of Arizona. This notice acts as a safeguard for investors, preventing them from unknowingly purchasing stock that may not be compliant with federal securities laws. It ensures that shareholders are aware that they can only sell or transfer their shares to individuals or entities who are also Arizona residents. Different types of Arizona Statements or Legends on Stock Certificates — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption may include: 1. Limited Transferability: This statement specifies that the stock certificate is subject to restrictions on transfer, highlighting that it can only be sold or transferred within the state of Arizona. It emphasizes the need for potential buyers to consider this limitation before engaging in any stock transactions. 2. Compliance with Intrastate Exemption: This legend indicates that the stock is exempt from federal registration requirements under the Intrastate Exemption. It informs shareholders that the issuing company has met the necessary criteria to utilize this exemption and has complied with state securities laws. 3. Disclosure of State-Specific Regulations: This statement may outline key provisions or regulations related to intrastate stock transfers mandated by the Arizona Corporation Commission or other relevant regulatory bodies. It ensures that shareholders are aware of any specific rules and requirements applicable to their stock. Overall, the Arizona Statement or Legend on Stock Certificate — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption serves as a vital disclosure mechanism to protect investors and provide transparency regarding the limited transferability of a particular stock certificate within Arizona's boundaries.