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 48-18-011 - DISQUALIFICATION FACTORS
Current through March 20, 2024
The exemption provided by this Rule is not available for the securities of any issuer, if the issuer or any of its officers, directors, general partners, managing members, beneficial owners of ten percent or more of any class of its equity securities, promoters or any selling agents of the securities to be offered, or any officer, director, managing member, or partner of such selling agent:
011.01 Has filed a registration statement which is the subject of a currently effective stop order entered pursuant to any federal or state securities laws within five years prior to the commencement of the offering;
011.02 Has been convicted within five years prior to the commencement of the offering of any felony or misdemeanor in connection with the offer, purchase or sale of any security or any felony involving fraud or deceit, including, but not limited to, forgery, embezzlement, obtaining money under false pretenses, larceny or conspiracy to defraud;
011.03 Is currently subject to any state administrative enforcement order or judgment entered by a state securities administrator or the Securities and Exchange Commission ("SEC") within five years prior to the commencement of the offering;
011.04 Is subject to any federal, state, or foreign governmental agency administrative enforcement order or judgment in which fraud or deceit, including, but not limited to, making untrue statements of material facts or omitting to state material facts, was found and the order or judgment was entered within five years prior to the commencement of the offering;
011.05 Is currently subject to an administrative enforcement order or judgment of a state securities administrator which prohibits, denies, or revokes the use of any exemption from registration in connection with the offer, purchase, or sale of securities of the issuer; or
011.06 Is currently subject to any order, judgment, or decree of any court of competent jurisdiction which temporarily or preliminarily restrains or enjoins, or which was entered within five years prior to the commencement of the offering, and permanently restrained or enjoined such person from engaging in or continuing any conduct or practice in connection with the purchase or sale of any security or involving the making of any false filing with any state, or with the SEC.
011.07 Any disqualification caused by this Section may be waived if the Director determines, upon a showing of good cause, that it is not necessary under the circumstances that the exemption be denied.
011.08 For purposes of this Section, beneficial ownership means the power to vote or direct the vote and/or the power to dispose or direct the disposition of such securities.
