Rule 144


Rule 144
USA
An SEC rule that permits resales or secondary distributions of restricted securities and control securities. Rule 144 of the Securities Act provides that a compliant resale does not involve a distribution of securities. So, a person complying with Rule 144 for his resale is not an underwriter (within the meaning of Section 2(11) of the Securities Act) and can rely on Section 4(<<1)}} of the Securities Act for the unregistered resale of his securities.
Although Rule 144 purports to be non-exclusive, in practice, it is the primary method for an affiliate to resell his securities.
To rely on Rule 144, a seller must have held the securities of a reporting company for at least six months (the holding period for securities of a non-reporting company is one year). After the holding period has expired, Rule 144 may impose other conditions (such as adequate current public information about the issuer, volume limitations, manner of sale limitations and filing a Form 144 notice with the SEC) depending on whether or not the seller is an affiliate of the issuer at the time of the Rule 144 sale and for the three months preceding the sale.
For more information on these conditions, see Practice Note, Resales Under Rule 144 (www.practicallaw.com/4-382-8769).

Practical Law Dictionary. Glossary of UK, US and international legal terms. . 2010.

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