New Jersey Rule 144 Seller's Representation Letter Non-Affiliate

• Category: Letters - Seller's Representation
• State: Multi-State
• Control #: US-1044BG
• Format: Word; Rich Text

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. The New Jersey Rule 144 Sellers Representation Letter Non-Affiliate is a legal document that holds significant importance in the realm of securities trading. It pertains to a specific provision, Rule 144, under the federal securities' law, which allows for the resale of restricted securities if certain conditions are met. This representation letter is specifically designed for non-affiliate sellers who wish to sell their restricted securities in compliance with Rule 144. Its purpose is to provide a comprehensive statement from the seller to the buyer, confirming their adherence to the stipulations outlined in Rule 144. The letter serves as a declaration ensuring that the seller is not an affiliate of the issuing company, thereby reinforcing their eligibility to sell restricted securities under Rule 144. By submitting this letter, the non-affiliate seller affirms that they are not acting in concert or participating in any coordinated activities with the issuer of the securities. Keywords: New Jersey, Rule 144, Seller's Representation Letter Non-Affiliate, securities, restricted securities, federal securities' law, compliance, non-affiliate seller, affiliate, issuing company, eligibility. Types of New Jersey Rule 144 Sellers Representation Letter Non-Affiliate: 1. New Jersey Rule 144 Sellers Representation Letter Non-Affiliate Individual: This type of representation letter applies to individual non-affiliate sellers who wish to sell their restricted securities in compliance with Rule 144. It requires the seller to provide personal information and affirms their status as a non-affiliate. 2. New Jersey Rule 144 Sellers Representation Letter Non-Affiliate Corporate: As the name suggests, this version of the representation letter is designed for non-affiliate sellers who are corporate entities. It necessitates the disclosure of relevant corporate details, including registration information and confirmation of non-affiliate status. 3. New Jersey Rule 144 Sellers Representation Letter Non-Affiliate Trust: This particular representation letter is crafted specifically for non-affiliate sellers who hold restricted securities through a trust. It requires the trustee to provide information about the trust, confirming that it meets the criteria for a non-affiliate entity under Rule 144. 4. New Jersey Rule 144 Sellers Representation Letter Multiple Non-Affiliates: This variant is suitable when multiple non-affiliate sellers are involved in the sale of restricted securities. It allows for the inclusion of multiple parties within a single representation letter, provided they are all non-affiliates and meet the requirements stipulated by Rule 144.

The New Jersey Rule 144 Sellers Representation Letter Non-Affiliate is a legal document that holds significant importance in the realm of securities trading. It pertains to a specific provision, Rule 144, under the federal securities' law, which allows for the resale of restricted securities if certain conditions are met. This representation letter is specifically designed for non-affiliate sellers who wish to sell their restricted securities in compliance with Rule 144. Its purpose is to provide a comprehensive statement from the seller to the buyer, confirming their adherence to the stipulations outlined in Rule 144. The letter serves as a declaration ensuring that the seller is not an affiliate of the issuing company, thereby reinforcing their eligibility to sell restricted securities under Rule 144. By submitting this letter, the non-affiliate seller affirms that they are not acting in concert or participating in any coordinated activities with the issuer of the securities. Keywords: New Jersey, Rule 144, Seller's Representation Letter Non-Affiliate, securities, restricted securities, federal securities' law, compliance, non-affiliate seller, affiliate, issuing company, eligibility. Types of New Jersey Rule 144 Sellers Representation Letter Non-Affiliate: 1. New Jersey Rule 144 Sellers Representation Letter Non-Affiliate Individual: This type of representation letter applies to individual non-affiliate sellers who wish to sell their restricted securities in compliance with Rule 144. It requires the seller to provide personal information and affirms their status as a non-affiliate. 2. New Jersey Rule 144 Sellers Representation Letter Non-Affiliate Corporate: As the name suggests, this version of the representation letter is designed for non-affiliate sellers who are corporate entities. It necessitates the disclosure of relevant corporate details, including registration information and confirmation of non-affiliate status. 3. New Jersey Rule 144 Sellers Representation Letter Non-Affiliate Trust: This particular representation letter is crafted specifically for non-affiliate sellers who hold restricted securities through a trust. It requires the trustee to provide information about the trust, confirming that it meets the criteria for a non-affiliate entity under Rule 144. 4. New Jersey Rule 144 Sellers Representation Letter Multiple Non-Affiliates: This variant is suitable when multiple non-affiliate sellers are involved in the sale of restricted securities. It allows for the inclusion of multiple parties within a single representation letter, provided they are all non-affiliates and meet the requirements stipulated by Rule 144.