EXPLANATORY STATEMENT AND STATEMENT OF NON-PREJUDICE
PREPARED PURSUANT TO SECTION 36b-19(k) OF THE CONNECTICUT
UNIFORM SECURITIES ACT AND SECTION 36b-31-19c OF THE
REGULATIONS THEREUNDER
EXPLANATORY STATEMENT
This document is being prepared for presentation to each investor to whom
certain unregistered securities were sold in violation of the Connecticut Uniform
Securities Act (the “Act”). An application to register those securities after-the-fact is
being filed with the Securities and Business Investments Division of the Connecticut
Department of Banking. The purpose of this document is to give you appropriate
disclosure information, tell you about your rights and remedies under the Act and give
you the option of signing the attached Statement of Non-Prejudice.
Note: You will not waive any of your rights under the Act by signing
the Statement of Non-Prejudice.
(Name of Issuer) ______________________________________________________________
of (Address of Issuer) __________________________________________________________
______________________________________________________________________________
submits that in _________________ (year) it sold securities in or from Connecticut
without complying with Section 36b-16 of the Connecticut Uniform Securities Act.
Section 36b-16 of the Act requires any person offering or selling nonexempt securities in
Connecticut to register the offering with the Connecticut Department of Banking.
The total number of securities sold without compliance with Section 36b-16 of the
Act was ___________________________________________________________________
The aggregate cost of the securities sold without compliance with Section 36b-16 of
the Act was __________________________________________.