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SEC Reg S Rule 903

Sets forth conditions for offers and sales of securities by issuers, distributors, and their affiliates, including the requirement that offers and sales be made in an offshore transaction and that no directed selling efforts be made in the US.

Rule Overview

Jurisdiction: United States

Regulator: SEC

Topic: Sale of Securities

ECFR Title 17 Chapter II Part 230 § 230.903
Overview
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This rule:

  • Provides a framework for offers and sales of securities by issuers, distributors, and their affiliates.
  • Sets forth conditions that must be satisfied in order to rely on the safe harbor provided by Regulation S.
  • Requires that offers and sales be made in an offshore transaction.
  • Requires that no directed selling efforts be made in the US.
  • Provides for different categories of securities that are subject to varying conditions and requirements.
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