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Rule 152a: Offer or Sale of Fractional Interests
Any offer or sale of a fractional interest in a share or stock with the appropriate accompanying document is considered a transaction by an individual other than an issuer, underwriter, or dealer if the fractional interest: • Resulted from a stock dividend, stock split, reverse stock split, conversion, or merger • The fractional interests are sold to an individual with arrangements to combine interests into whole shares, and the sales of whole shares are used to compensate security holders for any remaining fractional interest not combined notwithstanding the fact that issuers or affiliates of the issuer may be acting on behalf of security holders receiving compensation for selling fractional interests |
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