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the issuer is under an obligation to make a reasonable finding | | that the securities are a suitable investment for the offeree; |
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| | | 16.__Transactions with existing securities holders. A | | transaction under an offer to existing security holders of the | | issuer, including persons that at the date of the transaction are | | holders of convertible securities, options or warrants, if a | | commission or other remuneration, other than a standby | | commission, is not paid or given, directly or indirectly, for | | soliciting a security holder in this State; |
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| | | 17.__Offerings filed but not effective, nonexempt securities. | | An offer to sell, but not a sale, of a security not exempt from | | registration under the federal Securities Act of 1933 if: |
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| | | A.__A registration or offering statement or similar record | | as required under the federal Securities Act of 1933 has | | been filed, but is not effective, or the offer is made in | | compliance with 17 Code of Federal Regulations, 230.165; and |
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| | | B.__A stop order of which the offeror is aware has not been | | issued against the offeror by the administrator or the | | Securities and Exchange Commission and an audit, inspection | | or proceeding that is public and that may culminate in a | | stop order is not known by the offeror to be pending; |
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| | | 18.__Offerings filed but not effective, exempt securities.__An | | offer to sell, but not a sale, of a security exempt from | | registration under the federal Securities Act of 1933 if: |
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| | | A.__A registration statement has been filed under this | | chapter, but is not effective; |
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| | | B.__A solicitation of interest is provided in a record to | | offerees in compliance with a routine technical rule, as | | defined in Title 5, chapter 375, subchapter 2-A, adopted by | | the administrator under this chapter; and |
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| | | C.__A stop order of which the offeror is aware has not been | | issued against the offeror by the administrator or the | | Securities and Exchange Commission and an audit, inspection | | or proceeding that may culminate in a stop order is not | | known by the offeror to be pending; |
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| | | 19.__Control transactions. A transaction involving the | | distribution of the securities of an issuer to the security | | holders of another person in connection with a merger, | | consolidation, exchange of securities, sale of assets or other |
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