3 AAC 08.120. Prospectus

(a) An issuer applying to register a sale of securities shall prepare a prospectus disclosing all material facts affecting the sale of the securities. The prospectus must be designated as an exhibit to and is a part of the application for registration. A prospectus meeting the requirements of 15 U.S.C. 77a - 77bbbb (Securities Act of 1933) satisfies the requirements of this subsection.

(b) A person who knowingly uses a prospectus that contains a false or misleading statement, or omits a material fact necessary for an accurate and complete presentation of matters affecting the securities being offered violates AS 45.55.

(c) A copy of the prospectus must be delivered to each prospective purchaser of securities before consummation of any sale or contract for sale.

(d) An issuer shall file an amended prospectus

(1) at the end of each 13-month period from the effectiveness of the registration, for a registration by notification or qualification;

(2) at the end of each 16-month period from the effectiveness of the registration, for a registration by coordination; and

(3) in the event of any material change relating to the issuer or the offering.

(e) An amended prospectus filed under (d) of this section must include each material change and an up-to-date presentation of the issuer's condition and circumstances, including financial statements. Amendments must be filed in the form required by 3 AAC 08.230(i) - (k). Additional solicitations or sales may not be made until the amended or revised prospectus has been prepared and copies have been filed with the administrator. The prospectus must include its expiration date.

History: Eff. 2/20/72, Register 41; am 4/19/2000, Register 154

Authority: AS 45.55.100

AS 45.55.950

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