Tag Archives: restricted stock

What is the Holding Period for Stock Acquired Under a Subscription Agreement?

Shareholders who own restricted stock in OTC Markets or OTC Bulletin Board Issuers know that compliance with Rule 144 is a fact of life, and that virtually no broker will accept OTC stock for deposit without a Rule 144 legal … Continue reading

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How To Document the Rule 144 Holding Period in a Private Placement

One of the most common ways a Shareholder acquires restricted stock of an OTC Bulletin Board or OTC Markets Pink Sheet Issuer is through a private placement.  A Private Placement usually includes several items that can help a securities lawyer … Continue reading

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When Can I Have the Restricted Legend Removed From My Stock Certificates?

Is the Shareholder an Affiliate of the Issuer? If you are now, or have been within the previous 90 days, an Affiliate of the Issuer, you cannot have them removed (yet).   All Affiliate stock is subject to volume limitations and … Continue reading

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How Long Will My Form 144 Last?

How long is my Form 144 valid after I submit to the SEC? If you’re an Affiliate of the issuing company, your Form 144 is valid for three (3) months from the date you filed it with the SEC. What Happens … Continue reading

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What is “restricted stock”?

What is “restricted stock”? “Restricted stock” can be classified in two different ways: It is stock that a Shareholder or a prior owner purchased directly from the issuing company without registration under the Securities Act of 1933; or Stock that … Continue reading

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Why do I need a legal opinion to comply with Rule 144?

Why do I need a legal opinion to comply with Rule 144? The Securities and Exchange Commission (SEC) does not actually require the legal opinion under Rule 144.  However, Transfer Agents usually require 144 attorney opinion letters in order to … Continue reading

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What is Rule 144?

Rule 144 Rule 144 requires shareholders who own restricted or control stock to sell only limited quantities, and to report the sales by filing a Form 144, Notice of Proposed Sale of Securities with the SEC.  Restricted stock must be … Continue reading

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