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Can I offer equity to investors without violating securities laws in Oklahoma? What are the requirements?

To offer equity to investors in Oklahoma, you must comply with the Oklahoma Uniform Securities Act of 2004 [2.3]. The Act requires the registration of securities offerings unless they are exempted from registration.

Exemptions from Registration

The Act provides several exemptions from registration, including:

  • Securities issued by public utilities [17 OKST 188][1.1]
  • Securities issued in certain business opportunities that meet specific requirements [71 OKST 808][3.1]

Requirements for Exempt Offerings

If you plan to offer securities under an exemption, you must still comply with certain requirements. For example, if you plan to offer a business opportunity, you must provide a written disclosure document to each purchaser at least ten business days prior to the execution of any contract or agreement imposing a binding legal obligation on the purchaser or the payment of any consideration in connection with the offer or sale of the business opportunity [71 OKST 808][3.1].

It is important to note that the exemptions from registration are limited and specific. If you do not meet the requirements for an exemption, you must register your securities offering with the Oklahoma Securities Commission [71 OKST 1-601][2.3].

Regarding the additional context documents, [17 OKST 188][1.2] states that securities issued by public utilities are not subject to any of the provisions of Title 71, O.S. 1941, relating to the Oklahoma Securities Commission. [71 OKST 456][2.1] outlines the requirements of take-over offers, including limitations on offerors and the ability of offerees to withdraw equity securities. [71 OKST 811][3.2] prohibits sellers from making certain representations in connection with the offer or sale of a business opportunity unless the seller has a minimum net worth of $50,000. [71 OKST 455][2.2] outlines unlawful acts, including fraudulent, deceptive, and manipulative acts or practices in connection with a take-over offer. [71 OKST 812][3.3] states that the Oklahoma Business Opportunity Sales Act shall be administered by the Administrator and outlines the confidentiality of information filed with or obtained by the Administrator.

Therefore, to determine whether you can offer equity to investors without violating securities laws in Oklahoma, you should consult with a securities attorney to ensure compliance with the Oklahoma Uniform Securities Act of 2004.

Source(s):
Jurisdiction

Oklahoma