Hawaii 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. A Hawaii Statement or Legend on a Stock Certificate — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption is a legal statement or notice placed on a stock certificate indicating that the shares being issued are not registered with the Securities and Exchange Commission (SEC). This restriction on transfer typically applies to companies issuing stock to investors within the state of Hawaii and is commonly used to comply with intrastate exemption laws. The purpose of this Hawaii Statement or Legend is to inform investors and potential buyers of the stock that the shares cannot be freely transferred or sold like registered securities. Instead, any transfer or sale of the shares must comply with specific regulations or requirements outlined by the state's intrastate exemption statutes. Intrastate exemption laws vary from state to state, and in the case of Hawaii, it might include specific criteria such as the residency of investors, limits on the number of shares that can be sold, or the requirement of minimum holding periods. The Hawaii Statement or Legend serves as a notification to shareholders and serves as a legal reminder of the restriction placed on the stock's transferability. Different variations of the Hawaii Statement or Legend on Stock Certificate — Notice of Restriction on Transfer — Stock noRegisteredre— - Intrastate Exemption may include specific language tailored to the requirements of the applicable state laws. For example: 1. "This stock certificate represents shares that have not been registered with the SEC and may only be sold or transferred in compliance with Hawaii's intrastate exemption laws." 2. "Transfer of these shares is subject to restrictions imposed by Hawaii state law. Any transfer or sale must comply with the intrastate exemption regulations." 3. "The shares represented by this certificate are exempt from federal registration but are restricted to intrastate sales only as per Hawaii's regulations. The transfer of these shares outside the state is prohibited." It is crucial for both shareholders and potential buyers to carefully review and understand the Hawaii Statement or Legend on the stock certificate before engaging in any transfer or sale of the shares. Compliance with the intrastate exemption provisions is necessary to avoid any legal complications or violations. Consulting with legal professionals experienced in securities law is always recommended ensuring full compliance with the applicable regulations.

A Hawaii Statement or Legend on a Stock Certificate — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption is a legal statement or notice placed on a stock certificate indicating that the shares being issued are not registered with the Securities and Exchange Commission (SEC). This restriction on transfer typically applies to companies issuing stock to investors within the state of Hawaii and is commonly used to comply with intrastate exemption laws. The purpose of this Hawaii Statement or Legend is to inform investors and potential buyers of the stock that the shares cannot be freely transferred or sold like registered securities. Instead, any transfer or sale of the shares must comply with specific regulations or requirements outlined by the state's intrastate exemption statutes. Intrastate exemption laws vary from state to state, and in the case of Hawaii, it might include specific criteria such as the residency of investors, limits on the number of shares that can be sold, or the requirement of minimum holding periods. The Hawaii Statement or Legend serves as a notification to shareholders and serves as a legal reminder of the restriction placed on the stock's transferability. Different variations of the Hawaii Statement or Legend on Stock Certificate — Notice of Restriction on Transfer — Stock noRegisteredre— - Intrastate Exemption may include specific language tailored to the requirements of the applicable state laws. For example: 1. "This stock certificate represents shares that have not been registered with the SEC and may only be sold or transferred in compliance with Hawaii's intrastate exemption laws." 2. "Transfer of these shares is subject to restrictions imposed by Hawaii state law. Any transfer or sale must comply with the intrastate exemption regulations." 3. "The shares represented by this certificate are exempt from federal registration but are restricted to intrastate sales only as per Hawaii's regulations. The transfer of these shares outside the state is prohibited." It is crucial for both shareholders and potential buyers to carefully review and understand the Hawaii Statement or Legend on the stock certificate before engaging in any transfer or sale of the shares. Compliance with the intrastate exemption provisions is necessary to avoid any legal complications or violations. Consulting with legal professionals experienced in securities law is always recommended ensuring full compliance with the applicable regulations.