The Modernized Intrastate Offering Exemption
Chapters in this video
- 0:00 The 1934 internet problem and Ingrid's double fail
- 2:08 The modernized exemption: two changes only
- 3:07 The sales-side trap with Peter the purchaser
- 4:09 The four 80% doing-business alternatives
- 4:56 Six-month resale lock and legend requirement
- 5:45 Buyer fraud still destroys the exemption
- 6:13 Rapid-fire exam recap
What this video covers
- Why a public website or Instagram post destroys the traditional safe harbor but is fully permitted under the modernized exemption
- The issuer-residence shift from state of incorporation to principal place of business, and why a Delaware-incorporated Texas company now qualifies
- Why out-of-state offers are allowed under the modernized exemption but out-of-state sales remain banned under both paths: the single most-tested split
- The six-month resale lock to in-state residents, the legend requirement, and why this is a residency restriction rather than a permanent trading ban
- Why issuer verification of purchaser residency is mandatory, and how a buyer's fraud still destroys the exemption
- How to distinguish traditional safe harbor scenarios from modernized exemption scenarios when the exam presents a hybrid fact pattern
Read the full lesson, free
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