Texas Administrative Code
Title 7 - BANKING AND SECURITIES
Part 7 - STATE SECURITIES BOARD
Chapter 139 - EXEMPTIONS BY RULE OR ORDER
Section 139.10 - Exchange Offers

Universal Citation: 7 TX Admin Code ยง 139.10

Current through Reg. 49, No. 12; March 22, 2024

The offer or sale by the issuer of common stock in exchange for units of limited partnership or interests in oil, gas, or mineral leases, fees, or titles is hereby exempted from the securities registration requirements of the Securities Act, §7, if all of the following conditions are met:

(1) the units of limited partnership or interests in oil, gas, or mineral leases, fees, or titles for which the offer is made have been issued and outstanding for more than 36 months;

(2) the shares of common stock to be exchanged are registered for sale with the Securities and Exchange Commission;

(3) all sales to exchanging Texas residents are made by or through a registered dealer, who may be the issuer;

(4) the exchanging unit holders are not obligated to pay any consideration for the common stock issued to them other than the units of limited partnership or interests in oil, gas, or mineral leases, fees, or titles held by them;

(5) the shares of common stock received pursuant to the exchange are fully tradeable without restrictions; and

(6) at the close of the offering, the securities meet all of the criteria for trading on The National Association of Securities Dealers Automatic Quotations (NASDAQ).

Disclaimer: These regulations may not be the most recent version. Texas may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.
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