Administrative Code: Wis. Admin. Code s. DFI-Sec 2.02(9)(n)

Used for: Transactions made in reliance on the exemption provided by the North American Securities Administrators Association (NASAA) Model Accredited Investor Exemption (MAIE)

Filing requirement: NASAA Model Accredited Investor Exemption Filing

Q: Is the exemption's use restricted depending on the issuer's business activities?

A: Yes. The exemption is not available for an issuer in the developmental stage that either has no specific business plan or purpose, or its business plan is to engage in a merger or acquisition with an unidentified entity (blind pool offering). 

Q: Do the so-called "bad boy disqualifiers" applicable to Regulation D/Rule 505 offerings apply to this exemption?

A: Yes. The same disqualifier provisions for Rule 505 offerings set forth in Wis. Admin. Code s. DFI-Sec 2.029(3) are cross-referenced and applicable for use of this exemption.

Q: Are resales of securities purchased in an offering under this exemption restricted?

A: Yes. Any resale within 12 months is presumed to have been part of the original distribution and not acquired for investment, unless the resale is pursuant to a registration, or the sale is to an accredited investor.