Bill Summary for H 680 (2013-2014)

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Summary date: 

Apr 10 2013

Bill Information:

View NCGA Bill Details2013-2014 Session
House Bill 680 (Public) Filed Tuesday, April 9, 2013
A BILL TO BE ENTITLED AN ACT TO ENACT THE JUMP‑START OUR BUSINESS START‑UPS ACT AND TO ENACT THE NEW MARKETS JOBS ACT OF 2014.
Intro. by Murry, Moffitt, Shepard, Hastings.

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Bill summary

Adds new GS 78A-19,Invest NC Exemption,to Article 3 of GS Chapter 78A. Provides for an exemption from the registration requirements of Article 4 of GS Chapter 78A for an issuer in an offer or sale of a security, and anexemption from the requirements of Article 5 of thisChapter for any seller representing an issuer in an offer or sale,if the offer or sale is conducted in accordance with each ofthe specifiedrequirements. Requires that the cap on the sum of cash and other consideration to be received for all sales of the security in reliance on this exemption be cumulatively adjusted for inflation every fifth year.

Requires an issuer of security for which the offer of sale is exempt under this sectionto submit a free-of-charge quarterly report to the issuer's shareholders until there are no outstanding securities issued under this section. Permits the reporting requirement to be satisfied by making the information available on an Internet web site if the information is made available within 45 days of the end of each fiscal quarter and remains available for a minimum of 60 days. Requires an issuer to provide a written copy of the report to any shareholder upon request. Specifies content required to be in the report. Provides criteria for offers and sales to controlling persons, defined as an officer, director, partner, trustee, or individuals having similar status or performing similar functions as the issuer, or a person owning10% or more of the outstanding shares of any class or classes of securities of the issuer. Provides for a disqualification for the exemption allowed by this section if any of certain specifications apply to an issuer or a person affiliated with the issuer or offering within five years prior to the offering. However, makes the disqualification provisions inapplicable if there is a (1) showing of good cause and without prejudice to any other action by the Commissioner, the Commissioner determines that itis not necessary that an exemption be deniedand (2) the issuer shows that the issuer made factual inquiry as to the existence of any disqualificationand could not have known that a disqualification existed even with the exercise of reasonable care.

Authorizes the Commissioner to adopt rules to protect investors who purchase securities under this section.

Includes introductory "whereas clauses" providing public policy reasons for enacting this legislation.