Nebraska Administrative Code
Topic - BANKING AND FINANCE, DEPARTMENT OF
Title 48 - DEPARTMENT OF BANKING AND FINANCE
Chapter 18 - INFORMATION REQUIREMENTS FOR THE SECTION 8-1111(20) NEBRASKA INTRASTATE ISSUER EXEMPTION
Section 48-18-002 - CONDITIONS OF EXEMPTION
Current through March 20, 2024
Transactions meeting the conditions of this Rule will be deemed exempt from the registration provisions of the Act.
002.01 The offer or sale of securities pursuant to this Rule may be made only to Nebraska residents. No offers or sales may be made to persons who are not residents of Nebraska nor may offers or sales be made outside Nebraska.
002.02 An issuer relying on the Rule must have, both before and upon completion of the offering, its principal office and more than fifty percent of its employees located in Nebraska.
002.03 No commission, finder's fee, or other remuneration shall be paid or given, directly or indirectly, to any person for soliciting any prospective purchaser or in connection with sales of securities in reliance on this Rule, unless such person is registered in this state as a broker-dealer or issuer-dealer, or agent of such.
002.04 The offering price for the securities, and the exercise price, if the securities offered are options, warrants or rights for common stock, and the conversion price if the securities are convertible into common stock, must be equal to or greater than five dollars ($5.00) per share or unit offered.
002.05 The total aggregate amount of proceeds collected in a twelve-month period shall not exceed one million two hundred fifty thousand dollars ($1,250,000.00).
002.06 At least eighty percent of the net proceeds from the sale of the offering shall be used in Nebraska.
002.07 The issuer shall file a notice, as specified in Section 003, below, with the Nebraska Department of Banking and Finance, P.O. Box 95006, Lincoln, Nebraska 68509-5006, no later than twenty days prior to any sales for which an exemption under this Rule is claimed.
002.08 The issuer shall, within thirty days after the completion of the offering, file with the Director a statement indicating the number of investors, the total dollar amount raised, and the use of proceeds.
002.09 The issuer must have reasonable belief that the securities purchased are taken for investment. Investment intent may be manifested by, but is not limited to, a restriction which shall be stated on the face of the security that it shall be held by the purchaser until the earlier of two years from the date of purchase from the issuer or the date the issuer of the securities becomes subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of l934, 15 U.S.C. § 78m or 15 U.S.C. § 78o(d).
