§77fff Securities Not Registered Under Securities Act

Summary

It is illegal in any way to use the mail or any means of sending people, things, or messages between states to sell or to ship for sale a security that is not registered under the Securities Act, unless the security is or will be issued under an indenture (a formal contract for issuing the security) and an application to qualify that indenture is currently effective. You also may not offer to sell such an unregistered security by prospectus or other means unless the indenture’s qualification application has been filed and is not subject to a refusal order, a stop order, or a pending public proceeding or examination under section 77ggg(c). If the indenture’s qualification application is effective, you still cannot send a prospectus across state lines or by mail about the security unless the prospectus, when the Commission requires it, includes or is accompanied by a written statement with the information listed in subsection (c) of section 77eee. You also cannot carry the security through the mail or interstate transportation for sale or delivery after sale unless that written statement accompanies or comes before the security when the Commission so requires.