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LSDefine

Simple English definitions for legal terms

nonreporting issuer

Read a random definition: plurium defense

A quick definition of nonreporting issuer:

A nonreporting issuer is a person or entity that issues securities, negotiable instruments, or letters of credit, but is not required to report to the Securities and Exchange Commission (SEC) because it has not chosen to do so, has not had an effective registration statement within the fiscal year, and did not meet the shareholder or asset tests under the Exchange Act registration requirements at the end of its last fiscal year.

A more thorough explanation:

A nonreporting issuer is a person or entity that issues securities, negotiable instruments, or letters of credit but is not subject to the reporting requirements of the Exchange Act. This means that they do not have to file regular reports with the Securities and Exchange Commission (SEC) like other issuers do.

There are three reasons why an issuer may be considered a nonreporting issuer:

  1. They have not voluntarily become subject to the reporting requirements.
  2. They have not had an effective registration statement under the Securities Act within the fiscal year.
  3. They did not meet the shareholder or asset tests under the Exchange Act registration requirements at the end of their last fiscal year.

For example, a small startup company that has not yet gone public and does not have a large number of shareholders may be considered a nonreporting issuer. They may not have the resources or need to comply with the reporting requirements of the Exchange Act.

Another example could be a private equity firm that issues securities to a limited number of accredited investors. Since they are not offering their securities to the general public, they may not be subject to the reporting requirements.

These examples illustrate how a nonreporting issuer may operate differently from other issuers and may not have the same level of regulatory oversight.

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Dkk
18:57
I want to meet an attorney that defends clients who run into flat earth problems. I want an attorney that knows and believes in flat earth theory.
19:05
i want a flat earther for president. i want a guy who posts on 4chan for president. i want someone who mogs for president.
Dkk
19:18
Exactly. My version of that awful poem.
Dkk
19:19
I can accept a president with maybe one or two of the poems traits hut good God, all of them??? No ty.
windyMagician
19:20
president who respects sex is crazy
windyMagician
19:20
we had bill clinton already
Dkk
19:21
Bill Clinton, first and last black president
windyMagician
19:23
I want to go running but my leg feels weird
windyMagician
19:23
it doesn't hurt its just tingly
Dkk
19:26
It needs more alcohol. You tingle when your nerves need watering.
19:27
try stretching it maybe to see what's up
windyMagician
19:27
stretches make me think it's just soreness
windyMagician
19:27
I'm sober lol
Dkk
19:38
Anyone else get the google notification that your LSD password has been compromised lol. LSD got hacked.
20:48
what.jpg @Dkk
CynicalOops
21:03
You think you just fell out of a coconut tree?
jackfrost11770
21:10
nope dk
CynicalOops
22:37
Calvinamala Harris
jackfrost11770
23:16
should i start using letterboxed again
Dkk
23:25
@jackfrost11770: if you want but like it aint for me
dk do u ever eat at bk
Dkk
23:48
@chickenburgahfart: I would do that in the Army if really desperate for food or if I had to work through lunch. One of the few fast food places I go to.
bk so slept on
Dkk
0:23
I will take In N Out everyday over it when I can though.
texaslawhopefully
1:22
In N Out is not only the best fast food place, but the prices too are fantastic
Dkk
1:27
Indeed, indeed.
BulbasaurNoLikeCardio
7:51
@texaslawhopefully: best prices and only fast food that doesn't make me sick
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