69W-500.018: Exemption for the offer or sale of a single-share stock certificate as a gift
PURPOSE AND EFFECT: To provide an exemption from securities registration requirements for single-share stock certificates that are framed, and offered or sold as gifts.
SUMMARY: Provides an exemption from securities registration requirements for single-share stock certificates that are framed, and offered or sold as gifts.
SUMMARY OF STATEMENT OF ESTIMATED REGULATORY COSTS: No Statement of Estimated Regulatory Cost was prepared.
Any person who wishes to provide information regarding a statement of estimated regulatory costs, or provide a proposal for a lower cost regulatory alternative must do so in writing within 21 days of this notice.
SPECIFIC AUTHORITY: 517.03(1), 517.061(19) FS.
LAW IMPLEMENTED: 517.061(19) FS.
IF REQUESTED WITHIN 21 DAYS OF THE DATE OF THIS NOTICE, A HEARING WILL BE SCHEDULED AND ANNOUNCED IN FAW.
THE PERSON TO BE CONTACTED REGARDING THE PROPOSED RULE IS: Andrea Moreland, Office of Financial Regulation, The Fletcher Building, Suite 118, 200 E. Gaines Street, Tallahassee, FL 32399-0370, (850)410-9601
THE FULL TEXT OF THE PROPOSED RULE IS:
69W-500.018 Exemption for the Offer or Sale of a Single-Share Stock Certificate as a Gift.
(1) For the purposes of this rule, the term “single-share stock certificate retailer” means a person or business entity engaged in the business of framing or mounting single-share stock certificates for retail sale to purchasers as gifts, decorations, or novelty items. The term “single-share stock certificate retailer” also includes the employees of the person or business entity.
(2) The offer or sale of a single-share stock certificate by a single-share stock certificate retailer is subject to the registration requirements of Sections 517.07 and 517.12(1), F.S.; however, because the dollar amount of the securities involved in these transactions is small and the character of the offering is limited, the Office finds that the application of the registration requirements of Sections 517.07 and 517.12(1), F.S., to these transactions is not necessary for the public interest or for the protection of the investors, if conducted in accordance with this rule.
(3) Any single-share stock certificate retailer that claims entitlement to the exemption provided under this rule bears the burden of proving such entitlement in any proceeding brought under Chapter 517, F.S.
(4) In order for an offer or sale of a single-share stock certificate by a single-share stock certificate retailer to qualify for an exemption from the registration requirements of Sections 517.07 and 517.12(1), F.S., the offer or sale must comport with all of the following requirements:
(a) The single-share stock certificate retailer purchases the shares of stock through a registered dealer;
(b) The single-share stock certificate retailer markets, offers and sells the single-share stock certificate as a gift, decoration, or novelty item;
(c) The single-share stock certificate is mounted, matted, or framed;
(d) Each framed single-share stock certificate represents one share of stock in the underlying company;
(e) The single-share stock certificate retailer does not offer the single-share stock certificate for investment purposes;
(f) The single-share stock certificate retailer does not offer investment advice;
(g) The single-share stock certificate retailer does not directly or indirectly promote itself as a dealer;
(h) The single-share stock certificate retailer is not paid compensation solely for the single-share purchase transaction by the single-share stock certificate retailer;
(i) The single-share purchase transaction by the single-share stock certificate retailer and the transfer of ownership of the single-share certificate to the purchaser is completed within sixty (60) days after the purchase of the stock by the single-share stock certificate retailer; and
(j) The offer and sale of the share by the single-share stock certificate retailer is not made for the direct or indirect promotion of any scheme or enterprise with the intent of violating or evading any provision of Chapter 517, F.S.
(5) Nothing in this rule shall limit the Office’s authority to enforce existing law.
Specific Authority 517.03(1), 517.061(19) FS. Law Implemented 516.061(19), 517.171 FS. History–New________.