Existing Security Holders Plus 25 Other Persons

​​​​​​​​​​​Statute:  Wis. Stat. s. 551.203

Used for: Any transaction pursuant to an offer to existing security holders of the issuer and to not more than 25 other persons in Wisconsin less the number of persons in Wisconsin with whom the issuer has effected any transactions during the 12 months preceding the offer pursuant to Wis. Stat. s. 551.202(14) or (24)

Note: No commission or other remuneration, other than a standby commission to a registered broker-­dealer, may be paid for soliciting.

Filing requirement: Notice Filing, as set forth at Wis. Admin. Code s. DFI-Sec 2.03

  • Filing fee: $200, as set forth at Wis. Admin. Code s. DFI-Sec 7.01(2)(b) made payable to Wisconsin DFI-Division of Securities
  • Form required: There is no required form. File a cover letter (including the fee) at least 10 days prior to the offering in this state, referencing the statute or rule section under which the notice is filed.
  • Exhibits required: A copy of the prospectus, offering document, all other material to be delivered to offerees in connection with the transaction, and all other information the division may require after the filing. If advertising is published or circulated in connection with the transactions or the securities underlying the transactions for which this exemption is claimed, it must be filed with the division and may not be used unless and until the division has allowed its use, unless exempt from this requirement under Wis. Admin. Code s. DFI-Sec 7.02(1).
  • Review time: 10 calendar days, unless extended pursuant to Wis. Admin. Code s. DFI-Sec 2.03(2)​
​Frequently asked questions:

Q: Is this exemption self-executing?

A: No.  A notice filing is required.

Q: What is a "standby commission"?

A: A standby commission is remuneration paid to a registered broker-dealer in return for the broker-dealer's commitment to purchase an issuer's securities if not all of the securities are purchased by the issuer's security holders.

Con​​tact Us

Phone: (608) 266-2139

Email: DFISecurities@dfi.wisconsin.gov​