Part 230. PART 230—GENERAL RULES AND REGULATIONS, SECURITIES ACT OF 1933

• § 230.100 - Definitions of terms used in the rules and regulations.
• § 230.110 - Business hours of the Commission.
• § 230.111 - Payment of filing fees.
• § 230.120 - Inspection of registration statements.
• § 230.122 -
• § 230.130 - Definition of “rules and regulations” as used in certain sections of the Act.
• § 230.131 - Definition of security issued under governmental obligations.
• § 230.132 - Definition of “common trust fund” as used in section 3(a)(2) of the Act.
• § 230.133 - Definition for purposes of section 5 of the Act, of “sale”, “offer”, “offer to sell”, and “offer for sale”.
• § 230.134 - Communications not deemed a prospectus.
• § 230.134a - Options material not deemed a prospectus.
• § 230.134b - Statements of additional information.
• § 230.135 - Notice of proposed registered offerings.
• § 230.135a - Generic advertising.
• § 230.135b - Materials not deemed an offer to sell or offer to buy nor a prospectus.
• § 230.135c - Notice of certain proposed unregistered offerings.
• § 230.135d - Communications involving security-based swaps.
• § 230.135e - Offshore press conferences, meetings with issuer representatives conducted offshore, and press-related materials released offshore.
• § 230.136 - Definition of certain terms in relation to assessable stock.
• § 230.137 - Publications or distributions of research reports by brokers or dealers that are not participating in an issuer's registered distribution of securities.
• § 230.138 - Publications or distributions of research reports by brokers or dealers about securities other than those they are distributing.
• § 230.139 - Publications or distributions of research reports by brokers or dealers distributing securities.
• § 230.139a - Publications by brokers or dealers distributing asset-backed securities.
• § 230.139b - Publications or distributions of covered investment fund research reports by brokers or dealers distributing securities.
• § 230.140 - Definition of “distribution” in section 2(11) for certain transactions.
• § 230.141 - Definition of “commission from an underwriter or dealer not in excess of the usual and customary distributors' or sellers' commissions” in section 2(11), for certain transactions.
• § 230.142 - Definition of “participates” and “participation,” as used in section 2(11), in relation to certain transactions.
• § 230.143 - Definition of “has purchased”, “sells for”, “participates”, and “participation”, as used in section 2(11), in relation to certain transactions of foreign governments for war purposes.
• § 230.144 - Persons deemed not to be engaged in a distribution and therefore not underwriters.
• § 230.144A - Private resales of securities to institutions.
• § 230.145 - Reclassification of securities, mergers, consolidations and acquisitions of assets.
• § 230.145a - Business combinations with reporting shell companies.
• § 230.146 - Rules under section 18 of the Act.
• § 230.147 - Intrastate offers and sales.
• § 230.147A - Intrastate sales exemption.
• § 230.148 - Exemption from general solicitation or general advertising.
• § 230.149 - Definition of “exchanged” in section 3(a)(9), for certain transactions.
• § 230.150 - Definition of “commission or other remuneration” in section 3(a)(9), for certain transactions.
• § 230.151 - Safe harbor definition of certain “annuity contracts or optional annuity contracts” within the meaning of section 3(a)(8).
• § 230.152 - Integration.
• § 230.152a - Offer or sale of certain fractional interests.
• § 230.153 - Definition of “preceded by a prospectus” as used in section 5(b)(2) of the Act, in relation to certain transactions.
• § 230.153a - Definition of “preceded by a prospectus” as used in section 5(b)(2) of the Act, in relation to certain transactions requiring approval of security holders.
• § 230.153b - Definition of “preceded by a prospectus”, as used in section 5(b)(2), in connection with certain transactions in standardized options.
• § 230.154 - Delivery of prospectuses to investors at the same address.
• § 230.155 - [Reserved]
• § 230.156 - Investment company and registered non-variable annuity sales literature.
• § 230.157 - Small entities under the Securities Act for purposes of the Regulatory Flexibility Act.
• § 230.158 - Definitions of certain terms in the last paragraph of section 11(a).
• § 230.159 - Information available to purchaser at time of contract of sale.
• § 230.159A - Certain definitions for purposes of section 12(a)(2) of the Act.
• § 230.160 - Registered investment company exemption from Section 101(c)(1) of the Electronic Signatures in Global and National Commerce Act.
• § 230.161 - Amendments to rules and regulations governing exemptions.
• § 230.162 - Submission of tenders in registered exchange offers.
• § 230.163 - Exemption from section 5(c) of the Act for certain communications by or on behalf of well-known seasoned issuers.
• § 230.163A - Exemption from section 5(c) of the Act for certain communications made by or on behalf of issuers more than 30 days before a registration statement is filed.
• § 230.163B - Exemption from section 5(b)(1) and section 5(c) of the Act for certain communications to qualified institutional buyers or institutional accredited investors.
• § 230.164 - Post-filing free writing prospectuses in connection with certain registered offerings.
• § 230.165 - Offers made in connection with a business combination transaction.
• § 230.166 - Exemption from section 5(c) for certain communications in connection with business combination transactions.
• § 230.167 - Communications in connection with certain registered offerings of asset-backed securities.
• § 230.168 - Exemption from sections 2(a)(10) and 5(c) of the Act for certain communications of regularly released factual business information and forward-looking information.
• § 230.169 - Exemption from sections 2(a)(10) and 5(c) of the Act for certain communications of regularly released factual business information.
• § 230.170 - Prohibition of use of certain financial statements.
• § 230.171 - Disclosure detrimental to the national defense or foreign policy.
• § 230.172 - Delivery of prospectuses.
• § 230.173 - Notice of registration.
• § 230.174 - Delivery of prospectus by dealers; exemptions under section 4(3) of the Act.
• § 230.175 - Liability for certain statements by issuers.
• § 230.176 - Circumstances affecting the determination of what constitutes reasonable investigation and reasonable grounds for belief under section 11 of the Securities Act.
• § 230.180 - Exemption from registration of interests and participations issued in connection with certain H.R. 10 plans.
• § 230.190 - Registration of underlying securities in asset-backed securities transactions.
• § 230.191 - Definition of “issuer” in section 2(a)(4) of the Act in relation to asset-backed securities.
• § 230.192 - Conflicts of interest relating to certain securitizations.
• § 230.193 - Review of underlying assets in asset-backed securities transactions.
• § 230.194 - Definitions of the terms “swap” and “security-based swap” as used in the Act.
• § 230.215 - Accredited investor.
• § 230.400 - Application of §to 230.494, inclusive.
• § 230.480 - Title of securities.
• § 230.481 - Information required in prospectuses.
• § 230.482 - Advertising by an investment company as satisfying requirements of section 10.
• § 230.483 - Exhibits for certain registration statements.
• § 230.484 - Undertaking required in certain registration statements.
• § 230.485 - Effective date of post-effective amendments filed by certain registered investment companies or issuers offering registered non-variable annuities.
• § 230.486 - Effective date of post-effective amendments and registration statements filed by certain closed-end management investment companies.
• § 230.487 - Effectiveness of registration statements filed by certain unit investment trusts.
• § 230.488 - Effective date of registration statements relating to securities to be issued in certain business combination transactions.
• § 230.489 - Filing of form by foreign banks and insurance companies and certain of their holding companies and finance subsidiaries.
• § 230.601 - Definitions of terms used in §to 230.610a.
• § 230.602 - Securities exempted.
• § 230.603 - Amount of securities exempted.
• § 230.604 - Filing of notification on Form 1-E.
• § 230.605 - Filing and use of the offering circular.
• § 230.606 - Offering not in excess of $100,000.
• § 230.607 - Sales material to be filed.
• § 230.608 - Prohibition of certain statements.
• § 230.609 - Reports of sales hereunder.
• § 230.610 - Suspension of exemption.
• § 230.610a - Schedule A: Contents of offering circular for small business investment companies; Schedule B: Contents of offering circular for business development companies.
• §§ 230.651-230.656 - §[Reserved]
• § 230.701 - Exemption for offers and sales of securities pursuant to certain compensatory benefit plans and contracts relating to compensation.
• §§ 230.702(T)-230.703(T) - §[Reserved]
• § 230.800 - Definitions for §230.801 and 230.802.
• § 230.801 - Exemption in connection with a rights offering.
• § 230.802 - Exemption for offerings in connection with an exchange offer or business combination for the securities of foreign private issuers.
• § 230.901 - General statement.
• § 230.902 - Definitions.
• § 230.903 - Offers or sales of securities by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing; conditions relating to specific securities.
• § 230.904 - Offshore resales.
• § 230.905 - Resale limitations.

• General

• Regulation A-R—Special Exemptions

  • SECTION § 230.236 - Exemption of shares offered in connection with certain transactions.
  • SECTION § 230.237 - Exemption for offers and sales to certain Canadian tax-deferred retirement savings accounts.
  • SECTION § 230.238 - Exemption for standardized options.
  • SECTION § 230.239 - Exemption for offers and sales of certain security-based swaps.
  • SECTION § 230.240 - Exemption for certain security-based swaps.
  • SECTION § 230.241 - Solicitations of interest.

• Regulation A—Conditional Small Issues Exemption

  • SECTION § 230.251 - Scope of exemption.
  • SECTION § 230.252 - Offering statement.
  • SECTION § 230.253 - Offering circular.
  • SECTION § 230.254 - Preliminary offering circular.
  • SECTION § 230.255 - Solicitations of interest and other communications.
  • SECTION § 230.256 - Definition of “qualified purchaser”.
  • SECTION § 230.257 - Periodic and current reporting; exit report.
  • SECTION § 230.258 - Suspension of the exemption.
  • SECTION § 230.259 - Withdrawal or abandonment of offering statements.
  • SECTION § 230.260 - Insignificant deviations from a term, condition or requirement of Regulation A.
  • SECTION § 230.261 - Definitions.
  • SECTION § 230.262 - Disqualification provisions.
  • SECTION § 230.263 - Consent to service of process.
  • SECTION §§ 230.300-230.346 - §[Reserved]

• Regulation C—Registration

• general requirements

  • SECTION § 230.401a - Requirements as to proper form.
  • SECTION § 230.402 - Number of copies; binding; signatures.
  • SECTION § 230.403 - Requirements as to paper, printing, language and pagination.
  • SECTION § 230.404 - Preparation of registration statement.
  • SECTION § 230.405 - Definitions of terms.
  • SECTION § 230.406 - Confidential treatment of information filed with the Commission.
  • SECTION § 230.408 - Additional information.
  • SECTION § 230.409 - Information unknown or not reasonably available.
  • SECTION § 230.410 - Disclaimer of control.
  • SECTION § 230.411 - Incorporation by reference.
  • SECTION § 230.412 - Modified or superseded documents.
  • SECTION § 230.413 - Registration of additional securities and additional classes of securities.
  • SECTION § 230.414 - Registration by certain successor issuers.
  • SECTION § 230.415 - Delayed or continuous offering and sale of securities.
  • SECTION § 230.416 - Securities to be issued as a result of stock splits, stock dividends and anti-dilution provisions and interests to be issued pursuant to certain employee benefit plans.
  • SECTION § 230.417 - Date of financial statements.
  • SECTION § 230.418 - Supplemental information.
  • SECTION § 230.419 - Offerings by blank check companies.
  • SECTION § 230.401 - Requirements as to proper form.

• form and content of prospectuses

  • SECTION § 230.420 - Legibility of prospectus.
  • SECTION § 230.421 - Presentation of information in prospectuses.
  • SECTION § 230.423 - Date of prospectuses.
  • SECTION § 230.424 - Filing of prospectuses, number of copies.
  • SECTION § 230.425 - Filing of certain prospectuses and communications under in connection with business combination transactions.
  • SECTION § 230.426 - Filing of certain prospectuses under in connection with certain offerings of asset-backed securities.
  • SECTION § 230.427 - Contents of prospectus used after nine months.
  • SECTION § 230.428 - Documents constituting a section 10(a) prospectus for Form S-8 registration statement; requirements relating to offerings of securities registered on Form S-8.
  • SECTION § 230.429 - Prospectus relating to several registration statements.
  • SECTION § 230.430 - Prospectus for use prior to effective date.
  • SECTION § 230.430A - Prospectus in a registration statement at the time of effectiveness.
  • SECTION § 230.430B - Prospectus in a registration statement after effective date.
  • SECTION § 230.430C - Prospectus in a registration statement pertaining to an offering other than pursuant to Rule 430A or Rule 430B after the effective date.
  • SECTION § 230.430D - Prospectus in a registration statement after effective date for asset-backed securities offerings.
  • SECTION § 230.431 - Summary prospectuses.
  • SECTION § 230.432 - Additional information required to be included in prospectuses relating to tender offers.
  • SECTION § 230.433 - Conditions to permissible post-filing free writing prospectuses.

• written consents

  • SECTION § 230.436 - Consents required in special cases.
  • SECTION § 230.437 - Application to dispense with consent.
  • SECTION § 230.437a - Written consents.
  • SECTION § 230.438 - Consents of persons about to become directors.
  • SECTION § 230.439 - Consent to use of material incorporated by reference.
  • SECTION §§ 230.445-230.447 - §[Reserved]

• filings; fees; effective date

  • SECTION § 230.455 - Place of filing.
  • SECTION § 230.456 - Date of filing; timing of fee payment.
  • SECTION § 230.457 - Computation of fee.
  • SECTION § 230.459 - Calculation of effective date.
  • SECTION § 230.460 - Distribution of preliminary prospectus.
  • SECTION § 230.461 - Acceleration of effective date.
  • SECTION § 230.462 - Immediate effectiveness of certain registration statements and post-effective amendments.
  • SECTION § 230.463 - Report of offering of securities and use of proceeds therefrom.
  • SECTION § 230.464 - Effective date of post-effective amendments to registration statements filed on Form S-8 and on certain Forms S-3, S-4, F-2 and F-3.
  • SECTION § 230.466 - Effective date of certain registration statements on Form F-6.
  • SECTION § 230.467 - Effectiveness of registration statements and post-effective amendments thereto made on Forms F-7, F-8, F-10 and F-80.

• amendments; withdrawals

  • SECTION § 230.470 - Formal requirements for amendments.
  • SECTION § 230.471 - Signatures to amendments.
  • SECTION § 230.472 - Filing of amendments; number of copies.
  • SECTION § 230.473 - Delaying amendments.
  • SECTION § 230.474 - Date of filing of amendments.
  • SECTION § 230.475 - Amendment filed with consent of Commission.
  • SECTION § 230.475a - Certain pre-effective amendments deemed filed with the consent of the Commission.
  • SECTION § 230.476 - Amendment filed pursuant to order of Commission.
  • SECTION § 230.477 - Withdrawal of registration statement or amendment.
  • SECTION § 230.478 - Powers to amend or withdraw registration statement.
  • SECTION § 230.479 - Procedure with respect to abandoned registration statements and post-effective amendments.

• investment companies; business development companies

• registration by foreign governments or political subdivisions thereof

  • SECTION § 230.490 - Information to be furnished under paragraph (3) of Schedule B.
  • SECTION § 230.491 - Information to be furnished under paragraph (6) of Schedule B.
  • SECTION § 230.492 - Omissions from prospectuses.
  • SECTION § 230.493 - Additional Schedule B disclosure and filing requirements.
  • SECTION § 230.494 - Newspaper prospectuses.
  • SECTION § 230.495 - Preparation of registration statement.
  • SECTION § 230.496 - Contents of prospectus and statement of additional information used after nine months.
  • SECTION § 230.497 - Filing of investment company or registered non-variable annuity prospectuses—number of copies.
  • SECTION § 230.498 - Summary Prospectuses for open-end management investment companies.
  • SECTION § 230.498A - Summary prospectuses for separate accounts offering variable annuity and variable life insurance contracts and for offering registered non-variable annuity contracts.

• Regulation D—Rules Governing the Limited Offer and Sale of Securities Without Registration Under the Securities Act of 1933

  • SECTION § 230.500 - Use of Regulation D.
  • SECTION § 230.501 - Definitions and terms used in Regulation D.
  • SECTION § 230.502 - General conditions to be met.
  • SECTION § 230.503 - Filing of notice of sales.
  • SECTION § 230.504 - Exemption for limited offerings and sales of securities not exceeding $10,000,000.
  • SECTION § 230.505 - [Reserved]
  • SECTION § 230.506 - Exemption for limited offers and sales without regard to dollar amount of offering.
  • SECTION § 230.507 - Disqualifying provision relating to exemptions under §and 230.506.
  • SECTION § 230.508 - Insignificant deviations from a term, condition or requirement of Regulation D.

• Regulation E—Exemption for Securities of Small Business Investment Companies

• Exemptions for Cross-Border Rights Offerings, Exchange Offers and Business Combinations

• Regulation S—Rules Governing Offers and Sales Made Outside the United States Without Registration Under the Securities Act of 1933

• Regulation CE—Coordinated Exemptions for Certain Issues of Securities Exempt Under State Law

  • SECTION § 230.1001 - Exemption for transactions exempt from qualification under of the California Corporations Code.