Washington 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. The Washington Statement, also known as the Legend on Stock Certificate — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption, is a significant legal provision related to the transfer and registration of stock certificates within the state of Washington. This statement or legend is commonly present on stock certificates issued by companies operating within the state's jurisdiction. The purpose of the Washington Statement is to inform shareholders and potential buyers about the specific restrictions imposed on the transfer of these stocks. It typically indicates that the stock being transferred is not registered or qualified for sale in accordance with federal securities laws but can be traded within Washington state under an intrastate exemption. The Washington Statement helps regulate the trading activity of such stocks and ensures compliance with state securities regulations. It serves as a precautionary measure to protect investors and prevent unlawful or unregulated trading. Companies issuing stock certificates with this legend are required to comply with specific provisions under Washington State securities laws and regulations. Different types of Washington Statement or Legend on Stock Certificate — Notice of Restriction on Transfer — Stock noRegisteredre— - Intrastate Exemption may include variations in the language used to convey the restrictions or additional information related to specific exemptions or limitations. Examples of such variants could be: 1. Washington Statement with Intrastate Exemption: This version of the legend may highlight the exemption provided by Washington state law for intrastate trading, mentioning that the transfer of the stock is limited to within the state's boundaries. 2. Notice of Restriction on Transfer — Stock noRegisteredre— - Washington State: This type of legend could emphasize that the stock is not registered with federal securities agencies, clearly stating that trading or transfer of the stock is restricted by Washington state regulations. 3. Washington Statement — Securities Act Intrastate Exemption: This variant may explicitly refer to the Securities Act of Washington that grants the specific intrastate exemption allowing trading of the stock within the state. It is important to note that the exact wording or format of the Washington Statement may vary depending on the company issuing the stock and the specific requirements of Washington state securities laws. Investors and shareholders should carefully review the legend to understand and comply with the restrictions imposed on the transfer of the stock.

The Washington Statement, also known as the Legend on Stock Certificate — Notice of Restrictiotransfereefe— - Stock not Registered — Intrastate Exemption, is a significant legal provision related to the transfer and registration of stock certificates within the state of Washington. This statement or legend is commonly present on stock certificates issued by companies operating within the state's jurisdiction. The purpose of the Washington Statement is to inform shareholders and potential buyers about the specific restrictions imposed on the transfer of these stocks. It typically indicates that the stock being transferred is not registered or qualified for sale in accordance with federal securities laws but can be traded within Washington state under an intrastate exemption. The Washington Statement helps regulate the trading activity of such stocks and ensures compliance with state securities regulations. It serves as a precautionary measure to protect investors and prevent unlawful or unregulated trading. Companies issuing stock certificates with this legend are required to comply with specific provisions under Washington State securities laws and regulations. Different types of Washington Statement or Legend on Stock Certificate — Notice of Restriction on Transfer — Stock noRegisteredre— - Intrastate Exemption may include variations in the language used to convey the restrictions or additional information related to specific exemptions or limitations. Examples of such variants could be: 1. Washington Statement with Intrastate Exemption: This version of the legend may highlight the exemption provided by Washington state law for intrastate trading, mentioning that the transfer of the stock is limited to within the state's boundaries. 2. Notice of Restriction on Transfer — Stock noRegisteredre— - Washington State: This type of legend could emphasize that the stock is not registered with federal securities agencies, clearly stating that trading or transfer of the stock is restricted by Washington state regulations. 3. Washington Statement — Securities Act Intrastate Exemption: This variant may explicitly refer to the Securities Act of Washington that grants the specific intrastate exemption allowing trading of the stock within the state. It is important to note that the exact wording or format of the Washington Statement may vary depending on the company issuing the stock and the specific requirements of Washington state securities laws. Investors and shareholders should carefully review the legend to understand and comply with the restrictions imposed on the transfer of the stock.