Securities Lawyer's Deskbook                          published by The University of Cincinnati College of Law

Rule 503 -- Filing of Notice of Sales

---

1. An issuer offering or selling securities in reliance onRule 504, Rule 505 or Rule 506 shall file with the Commission five copies of a notice on Form D no later than 15 days after the first sale of securities.
   
   
2. One copy of every notice on Form D shall be manually signed by a person duly authorized by the issuer.
   
   
3. If sales are made under Rule 505, the notice shall contain an undertaking by the issuer to furnish to the Commission, upon the written request of its staff, the information furnished by the issuer under Rule 502(b) to any purchaser that is not an accredited investor.
   
   
4. Amendments to notices filed under paragraph (a) of this Rule 503 need only report the issuer's name and the information required by Part C and any material change in the facts from those set forth in Parts A and B.
   
   
5. A notice on Form D shall be considered filed with the Commission under paragraph (a) of this Rule 503:
   
   
   1. As of the date on which it is received at the Commission's principal office in Washington, DC; or
      
      
   2. As of the date on which the notice is mailed by means of United States registered or certified mail to the Commission's principal office in Washington, DC, if the notice is delivered to such office after the date on which it is required to be filed.
      
      

	Notice to Users: The Deskbook is made available with the understanding that the University of Cincinnati College of Law is not engaged in rendering legal, accounting or other professional services. If legal advice or other expert assistance is required, the services of a competent professional person should be sought. See Terms and Conditions of Use.   © Copyright 1998-2008, University of Cincinnati, All Rights Reserved  Contact: joseph.hodnicki@uc.edu