(a) An offer of securities not made from Texas is exempt from the securities and dealer registration requirements of The Securities Act when that offer is disseminated through the Internet and:
(1) the offer indicates, directly or indirectly, that the securities are not being offered for sale to any person in Texas;
(2) an offer is not otherwise specifically directed to any person in Texas by, or on behalf of, the issuer; and
(3) no sales of the issuer's securities are made to any person in Texas as a result of the offer.
(b) An offer of securities made from Texas is exempt from the securities registration requirements of The Securities Act, but not from the dealer registration requirements of The Securities Act, when that offer is disseminated through the Internet and:
(1) the offer indicates, directly or indirectly, that the securities are not being offered for sale to any person in Texas;
(2) an offer is not otherwise specifically directed to any person in Texas by, or on behalf of, the issuer; and
(3) no sales of the issuer's securities are made to any person in Texas as a result of the offer.
(c) Subsection (a)(1) or (b)(1) of this section is met by inclusion of any of the following statements, or a substantially similar one, in an offer disseminated through the Internet.
(1) "These securities are not being offered or sold in Texas."
(2) "These securities are being offered and sold in (fill in names of states other than Texas)."
(3) "This is neither a solicitation to buy nor an offer to sell to persons in Texas."
Source: The provisions of this § 139.17 adopted to be effective March 27, 1996, 21 TexReg 2226.
Return to Section Index