Monthly Archives: July 2012

Are You An Affiliate Under Rule 144?

Affiliates Exhibit Access and Control Over Issuing Companies If you are or were an executive, officer, insider of the company, trustee, close advisor or a spouse or family member of one of those people, chances are good you might be … Continue reading

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Can I Requalify Under Rule 144?

We Will Tell You What You Need To Qualify Under Rule 144 Time Requirements Under Rule 144 Most disqualifications are due to timing–the Shareholder has not owned the stock for long enough, and can’t “tack onto” the previous holder’s ownership.  … Continue reading

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When Does SEC Rule 144 Apply?

When does Rule 144 apply? Rule 144 applies under two circumstances: When anyone wants to sell restricted stock into the public securities markets using a brokerage firm; and When an Affiliate, or control person of an issuing company wants to … Continue reading

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What is a Rule 144 Opinion Letter?

144 Letters Follow Careful Investigation By Securities Attorneys A Rule 144 Opinion Letter is written by a qualified securities attorney after careful investigation of a company’s history, prior SEC filings, and other supporting documents signed by the Shareholder and company … Continue reading

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Transfer Agents Require 144 Opinion Letters from Qualified Securities Attorneys

Why You Need An Experienced Securities Lawyer to Draft Your 144 Opinion Remember that the purpose of a 144 letter is to provide the Transfer Agent for the company’s stock with a comfort level that the legal opinion is coming … Continue reading

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How Can A Former Shell Company Sell Stock Under Rule 144?

Blank Check or Shell Companies under Rule 144 Under the new SEC Rules, since February 15, 2008, Rule 144 has not been available for the resale of securities initially issued by either a reporting or a non-reporting shell company or … Continue reading

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Are There Volume Limitations on Sales of 144 Stock?

Rule 144 Volume Limitations on the Sale of Restricted Stock Under Rule 144, the amount of securities that may be sold by Affiliates in any three (3) month period is the greater of: 1% of the class of securities outstanding; … Continue reading

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Who Can Remove a Restrictive Legend on 144 stock?

Only the stock issuer’s Transfer Agent can remove a restrictive legend. The Transfer Agent usually will not do so without the issuer’s consent and an attorney opinion letter which is why you’re here at 144letters.net–you need a 144 legal opinion … Continue reading

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Does Rule 144 Require Me to Sell My Stock to Remove the Restrictive Legend?

Yes, Rule 144 requires you to sell your stock to remove the restrictive legend.  Rule 144 cannot be used to remove the restriction on securities you do not intend to sell.  (The one exception to this is that securities that … Continue reading

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What is a “Control Person” or “Affiliate” Under Rule 144?

Definition of a Control Person or Affiliate under SEC Rule 144 A control person is someone who directly or indirectly controls the management and affairs of an issuing company.  Control Persons are most often referred to as Affiliates. An Affiliate … Continue reading

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