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Can I offer equity to investors without violating securities laws in Oregon? What are the requirements?
Requirements for Offering Equity to Investors in Oregon
To offer equity to investors in Oregon, you must comply with the state’s securities laws. According to ORS 59.055, it is unlawful to offer or sell any security in Oregon unless:
- The security is registered and the offer or sale is not in violation of any rule or order of the Director of the Department of Consumer and Business Services or any condition, limitation, or restriction imposed by the director upon such registration.
- The security is exempt under ORS 59.025 or the sale is exempt under ORS 59.035.
- The security is a federal covered security for which a notice has been filed and fees have been paid under ORS 59.049.
Therefore, to offer equity to investors in Oregon, you must either register the security or qualify for an exemption.
If you plan to issue securities in exchange for other securities, claims, or property, you may request approval of such a plan by the Director of the Department of Consumer and Business Services [1.2]. The director will consider the fairness of the terms and conditions of the plan and may impose conditions, limitations, or restrictions if the plan is approved.
It is important to note that this is a general overview of the requirements for offering equity to investors in Oregon. The specific requirements may vary depending on the details of your offering. We recommend consulting with a legal professional to ensure compliance with all applicable securities laws [1.1].
Source(s):
- [1.1] Conditions of offer and sale of securities.
- [1.2] Approval of plan to issue securities in exchange for other securities, claims or property.
Jurisdiction
Oregon