Ny Form M 11 PDF Details

In navigating the complexities of regulatory compliance within New York State, the NY Form M-11 emerges as a critical document for entities aiming to engage in the offering of securities. Administered by the New York State Department of Law, particularly through its Investment Protection Bureau, this form serves as a foundational issuer statement pursuant to Section 359-e of the General Business Law. Primarily, it delineates a structured pathway for issuers, excluding those involved in real estate or mortgage financing without specific authorization, and those in theatrical syndication governed by distinct statutes, to disclose essential details about their operations, the nature of the securities being offered, and the intended use of the proceeds from these offerings. Furthermore, it encapsulates a comprehensive disclosure requirement regarding the background of the offering entity and its principals, ranging from financial history to potential legal entanglements, thereby ensuring a transparent investment environment. With provisions that include detailed descriptions of the securities, total offering amounts, the earmarking of proceeds, and rigorous scrutiny of the issuer's and principals' backgrounds, the NY Form M-11 acts as a bulwark against fraud, promoting investor confidence and protection in New York's vibrant securities market.

QuestionAnswer
Form NameNy Form M 11
Form Length4 pages
Fillable?No
Fillable fields0
Avg. time to fill out1 min
Other namesnew 11 york m form, form new m 11 york, ny form m11 issuer printable, new york form m 11

Form Preview Example

NEW YORK STATE DEPARTMENT OF LAW INVESTMENT PROTECTION BUREAU 120 Broadway, 23rd Floor

New York, NY 10271-0332

1-800-771-7755

1-800-788-9898 TTY/TDD (for hearing impaired)

www.ag.ny.GOV

ISSUER STATEMENT

(Section 359-e General Business Law)

NY FORM M-11

File Number

(Found on fee receipt for original filing)

Issuer Name______________________________________________________________________________________________________

Principal Office Address ____________________________________________________________________________________________

____________________________________________________________________________________________

CityStateZip Code

Telephone Number ________________________________________________________________________________________________

Note: This form should not to be used by issuers engaged in any aspect of real estate or mortgage financing unless they also obtain a letter upon written application pursuant to General Business Law Section 352-e or 352-g. Theatrical Syndication must comply with Article 23 of the Arts and Cultural Affairs Law. Contact the Real Estate Finance Bureau regarding Intrastate offerings pursuant to § 359-ff.

1. Issuer is ___ an existing or ___a proposed

corporation; general partnership; limited partnership;

other (specify)_____________________ organized under the laws of ____________________ on _______________________.

2.The business of the issuer is (describe briefly): __________________________________________________________________

_________________________________________________________________________________________________________

3.Issuer proposes to offer:

stock;

bonds;

notes;

partnership interests;

other (specify)

_________________________________________________________________________________________________________

4.The securities will be sold: by the partner(s), officer(s), director(s) or principal(s) of the issuer; issuer.

The securities will be sold on a best efforts basis? G Yes G No. If no, please explain.

by salespeople employed by

5.Total amount of offering $ __________________; offering literature attached;

if not available, attach a letter of explanation.

Total anticipated offering expenses $ _________________ consisting of: Selling: $ ______________________;

Other: $ ______________________.

6.State use of the net proceeds to be obtained: _____________________________________________________________________

_________________________________________________________________________________________________________

Please indicate where the fee receipt should be sent: [ ] Attorney [ ] Issuer

__________________________________________________

Attorney or Issuer Name

__________________________________________________

Street Address

__________________________________________________

City

State

Zip

Filing Fee for Issuer Statement as follows:

 

 

If total amount of offering is $500,000 or less

Fee is $

300

If total amount of offering is more than $500,000...

Fee is $

1,200

Make check payable to the NYS Department of Law.

Payment by Attorney's check, company check, certified check, bank check or money order. Personal checks not accepted.

Send remittance to: Investment Protection Bureau NYS Department of Law

120Broadway, 23rd Floor New York, New York 10271

IPS M-11 (rev. 9/14)

7.Any secondary offering of securities by selling holders of the issuer, please check box G. Indicate the details of the secondary offering below for each seller.

Name of SellerAddressAnticipated Dollar Amount Offered

__________________________________________________________________________________________________________

__________________________________________________________________________________________________________

8. Has registrant, any officer, director or principal or partner ever...

A. been suspended or expelled from membership in any securities or commodities

 

exchange, association of securities or commodities dealers or investment advisers?

Yes [ ] No [ ]

B.had a license or registration as a dealer, broker, investment adviser or sales person, futures commission merchant, associated person, commodity pool operator, or

commodity trading advisor denied, suspended or revoked?

Yes [ ] No [ ]

C.been enjoined or restrained by any court or government agency from:

 

1.

the issuance, sale or offer for sale of securities or commodities?

Yes [

]

No [

]

 

2.

rendering securities or commodities advice?

Yes [

]

No [

]

 

3.

handling or managing trading accounts?

Yes [

]

No [

]

 

4.

continuing any practices in connection with securities or commodities?

Yes [

]

No [

]

D.

been convicted of any crime (other than minor traffic)?

Yes [

]

No [

]

E.

used or been known by any other name?

Yes [

]

No [

]

F.been the subject of any professional disciplinary proceeding, hearing, settled

complaints or arbitrations in excess of $10,000?

Yes [ ] No [ ]

G.been adjudged a bankrupt or made a general assignment for the benefit of creditors; or been

an officer, director or principal of any entity which was reorganized in bankruptcy,

 

adjudged a bankrupt or made a general assignment for the benefit of creditors?

Yes [ ] No [ ]

H.had an offering of securities within the last the three years or been an officer, director, partner of any entity which had an offering of securities within the

last three years

Yes [ ] No [ ]

I. If the answer to any of the above is "YES", attach a statement of full particulars.

9.Are there any outstanding judgments (not including judgments involving domestic

relations) against the issuer or any officer, director, principal or partner thereof?

Yes [ ] No [ ]

If yes, attach a statement of full particulars.

 

10.List names or CRD Numbers of all employees (excluding officers and directors) of Issuer who are selling in New York State. A Form U4 must be submitted for each salesperson listed.

Name of EmployeeCRD Number

_________________________________________________________________________________________________________

_________________________________________________________________________________________________________

_________________________________________________________________________________________________________

11.Limited Partnerships are required to submit a list of all limited partners as soon as the offering is completed. This may be done in letter form.

12.If the Issuer is a limited partnership list all of the general partners.

_________________________________________________________________________________________________________

_________________________________________________________________________________________________________

IPS M-11 (rev. 9/14) Page 2 of 4

13.For each officer, director, principal, partner or managing member, please provide the information requested. In the case of a corporate general partner information must be provided for all officers. Do not refer to a prospectus or offering literature. SEC biographies can be substituted for employment history only. If additional space is necessary, please attach additional pages. Social security numbers and residential information are strictly confidential.

a.

Name: ________________________________________________

Title: ________________________________________

 

Address: _____________________________________________________________________________________________

 

Prior home addresses for the past 5 years:____________________________________________________________________

 

_____________________________________________________________________________________________________

 

_____________________________________________________________________________________________________

 

Telephone: ____________________________________________

Social Security #: ______________________________

 

Date of Birth: __________________________________________

Place of Birth:_________________________________

List employment and business affiliation record for the past five years. (Indicate periods of self-employment and unemployment. Include all corporations or other entities where individual holds or held a substantial equity or controlling interest).

From

Mo./ Yr.

To Mo./ Yr.

Employer or Business Affiliation

NameAddress

Position Held and Type of Business

b.

Name: ________________________________________________

Title: _______________________________________

 

Address: _____________________________________________________________________________________________

 

Prior home addresses for the past 5 years:____________________________________________________________________

 

_____________________________________________________________________________________________________

 

_____________________________________________________________________________________________________

 

Telephone: ____________________________________________

Social Security #: ______________________________

 

Date of Birth: __________________________________________

Place of Birth:_________________________________

List complete employment and business affiliation record for the past five years. (Indicate periods of self-employment and unemployment. Include all corporations or other entities where individual holds or held a substantial equity or controlling interest).

From

Mo./ Yr.

To Mo./ Yr.

Employer or Business Affiliation

NameAddress

Position Held and Type of Business

IPS M-11 (rev. 9/14) Page 3 of 4

13. Continued

c. Name: ________________________________________________ Title: ________________________________________

Address: _____________________________________________________________________________________________

Prior home addresses for the past 5 years:____________________________________________________________________

_____________________________________________________________________________________________________

_____________________________________________________________________________________________________

Telephone: ____________________________________________

Social Security #: ______________________________

Date of Birth: __________________________________________

Place of Birth:_________________________________

List complete employment and business affiliation record for the past five years. (Indicate periods of self-employment and unemployment. Include all corporations or other entities where individual holds or held a substantial equity or controlling interest).

From

Mo./ Yr.

To Mo./ Yr.

Employer or Business Affiliation

NameAddress

Position Held and Type of Business

The use of Power of Attorney is not acceptable. If all signatures are not available at time of filing, you must submit the proper total fee and all information required by item 13. One original signature is required at the time of filing. Note in your letter that counterpart forms with missing signatures will be submitted within 30 days of filing.

Limited Partnerships, Limited Liability Corporations and Limited Liability Partnerships must supply one signature for each general partner or managing member. One signature by an officer of a corporate general partner or managing member is sufficient, however, all selling officers must sign.

All officers, directors, partners, controlling principals, or managing members of the registrant listed in Item 13, provide an original signature below. All statements contained herein are true and correct and each individual understands that any false statement shall constitute a violation of Art. 23-A of the General Business Law.

Name and Title (please type or print)

Signature

Date

________________________________________________

______________________________________

____________________

________________________________________________

______________________________________

____________________

________________________________________________

______________________________________

____________________

________________________________________________

______________________________________

____________________

________________________________________________

______________________________________

____________________

________________________________________________

______________________________________

____________________

________________________________________________

______________________________________

____________________

To complete this filing a State Notice and Further State Notice must be filed with the Department of State in Albany. In the case of a non-resident issuer a Consent to Service of Process or U2 must be filed with the Department of State (www.dos.state.ny.us). All changes or amendments to this form must be submitted within 30 days on NY Form M-3 with a $30 fee.

IPS M-11 (rev. 9/14) Page 4 of 4

How to Edit Ny Form M 11 Online for Free

m statement general law can be filled in very easily. Simply try FormsPal PDF editor to accomplish the job in a timely fashion. To keep our tool on the leading edge of efficiency, we aim to integrate user-oriented features and enhancements regularly. We're always grateful for any feedback - play a vital part in revampimg how we work with PDF files. Here's what you'll need to do to get going:

Step 1: Simply hit the "Get Form Button" above on this page to access our pdf file editor. This way, you will find everything that is needed to work with your document.

Step 2: The tool enables you to customize most PDF documents in various ways. Modify it with customized text, correct original content, and include a signature - all within the reach of a few clicks!

Completing this PDF calls for focus on details. Ensure that every blank is filled in accurately.

1. First, when filling in the m statement general law, start out with the page that contains the next fields:

Writing segment 1 of ny m section

2. The third stage would be to submit the following fields: The business of the issuer is, Issuer proposes to offer stock, The securities will be sold by, issuer, The securities will be sold on a, Total amount of offering, Total anticipated offering, Other, State use of the net proceeds to, Please indicate where the fee, Attorney or Issuer Name, Street Address, Filing Fee for Issuer Statement as, Make check payable to the NYS, and Payment by Attorneys check company.

Filling in segment 2 in ny m section

3. The following section is all about Street Address, City State Zip, Payment by Attorneys check company, Send remittance to Investment, NYS Department of Law Broadway rd, and IPS M rev - type in all these blank fields.

Part # 3 in submitting ny m section

4. The subsequent part will require your attention in the subsequent places: Any secondary offering of, Name of Seller, Address, Anticipated Dollar Amount Offered, Has registrant any officer, been suspended or expelled from, Yes No, had a license or registration as a, been enjoined or restrained by any, the issuance sale or offer for, rendering securities or, handling or managing trading, Yes No, Yes No, and Yes No. Remember to give all required information to move further.

ny m section writing process explained (stage 4)

A lot of people often make mistakes while completing Yes No in this section. Ensure you go over whatever you enter here.

5. This pdf must be concluded by filling in this section. Here one can find a comprehensive set of blank fields that need correct details in order for your document submission to be faultless: been convicted of any crime other, Yes No, used or been known by any other, Yes No, been the subject of any, Yes No, Yes No, Yes No, Yes No, been adjudged a bankrupt or made a, had an offering of securities, Are there any outstanding, relations against the issuer or, List names or CRD Numbers of all, and A Form U must be submitted for.

The right way to complete ny m section stage 5

Step 3: Before getting to the next step, check that blanks have been filled in the proper way. Once you think it's all good, click on “Done." Download your m statement general law once you register at FormsPal for a free trial. Quickly gain access to the form inside your FormsPal account, along with any edits and changes being automatically preserved! We do not share or sell the information you use when filling out forms at our site.