Current through March 20, 2024
005.01 The issuer
shall provide the following financial statements for itself and its
consolidated subsidiaries, if applicable:
005.01A A balance sheet as of the end of the
most recent fiscal year, or, as of a date within one hundred twenty days of the
date of the first sale, if the issuer has been in existence for less than one
fiscal year; and
005.01B An income
statement for the immediate past fiscal year or such shorter period as the
issuer (including predecessors) has been in existence.
005.01C If the issuer has not conducted
significant operations, a statement of receipts and disbursements shall be
included in lieu of a statement of income.
005.02 Except as otherwise provided, the
financial statements shall be:
005.02A
Prepared in accordance with generally accepted accounting principles and
audited by an independent accountant; or
005.02B Reviewed by an independent
accountant.
005.02B1 Financial statements
shall be accompanied by an accountant's review report signed by the independent
accountant after completion of his or her review performed in accordance with
the standards prescribed by the American Institute of Certified Public
Accountants.
005.02B2 The review
shall be dated within one hundred twenty days of the date of the first
sale.
005.02B3 If the Director
deems it to be in the public interest and necessary for the protection of
investors, audited financial statements may be required.
005.03 An issuer with no prior
operating history may elect not to have an accounting review prepared by an
independent accountant if the issuer deems the information not material to an
investor's understanding of the issuer, its business, and the securities being
offered.
005.03A Financial statements which
are neither audited nor subjected to an accounting review must be accompanied
by an affirmative representation by the issuer, signed by an officer, director
or person occupying a similar position, that the statements provide all
material information relating to the financial condition of the issuer and are
true and accurate to the best of the signer's knowledge and belief.
005.03B All financial statements shall be
prepared in accordance with generally accepted accounting principles.
005.04 The issuer shall provide
the financial statement required by Section 005.01, above, in connection with
income producing assets and/or income producing real property to be purchased
with the proceeds of the offering by the issuer.
