Sale of Assets,
Statute: § 551.202(18), Wis. Stats.
Used for: Transactions involving the distribution of securities of an issuer to the securities holders of another entity in connection with a merger, reorganization, consolidation, sale of assets or share exchange.
Filing requirement: Self-Executing. No filing or Consent to Service of Process is necessary in order to claim this exemption.
Administrative Code references: None
Frequently asked questions:
Q: Is this exemption self-executing?
A: Yes. No filing or Consent to Service of process is required.
Q: May a non-corporate entity claim this exemption?
A: Yes. Because the exemption language refers only to "issuers", it can be used for entities such as trusts or partnerships.
History: Predecessor statute 551.23(13), Wis Stats., adopted January 1, 1970. There is no parallel provision in the Uniform Securities Act of 1956. Amended effective 6/21/96 to add "share exchange" to the list of corporate reorganization transactions that qualify for the exemption. Repealed and recreated effective January 1, 2009.