BLAW 308 Lecture Notes - Lecture 20: Rescission, Offering Circular, Limited Partnership
Document Summary
Prospectus is in the s-1 with the sec. Must be supplied to every purchaser or prospective purchaser. Youre not allowed to say anything about the fact that you"re about to sell stock. If you do, thats priming the market , which is illegal. Ipo, youre not allowed to sel stock for a certain period of time. Time between day you filed and day youre approved. Once youve filed, everyone now knows about it. Sec reads your prospectus and sends you a letter allowing you or they give you changes to make. Once theyre satisfied w changes then you can sell. Can tell everyone about it but cant consemate any stocks. Cant tell anyone anything thats not in the prospectus, cause its giving information thats false because i didnt tell the sec. Then we"ve got the three times of underwriting and you start selling stock. Corporation cant rescind, has to be shareholder.
