Section 032-539-4 - Exemption from Registration; Disclosures1.Standard disclosure documents. For any security offered or sold pursuant to the exemption from registration of 32 M.R.S.A. §16202(25), the following standard disclosure documents are required. These disclosure documents are adopted by the Securities Administrator as part of this rule: A.Viatical Disclosure Document I. Viatical Disclosure Document I, must be delivered as a separate document to offerees at least 48 hours prior to the time they enter into any written agreement to purchase; andB.Viatical Disclosure Document II. Viatical Disclosure Document II, must be delivered as a separate document to purchasers within 30 calendar days after the date on which the purchaser's check is delivered or the purchaser's funds are otherwise available for the purchase.2.Offering material disclosures. For any security offered or sold pursuant to the exemption from registration of 32 M.R.S.A. §16202(25), the offering materials given to offerees must include the following disclosures: A.Issuer information. Provide the following information for the issuer: (1) Name, mailing address, and telephone number;(2) Form, jurisdiction, and date of organization;(3) Brief description of business; and(4) Street address of principal office.B.Subsidiary information. Provide the following information for each significant subsidiary of the issuer: (1) Name, mailing address, and telephone number;(2) Form, jurisdiction, and date of organization;(3) Brief description of business; and(4) Street address of principal office.C.Officer and director information. Provide the following information for each director and officer of the issuer: (3) Principal occupation for past 5 years; and(4) Amount of securities of the issuer owned as of a specified date.D.Principal owners. Provide the following information for each person who owns of record, or beneficially if known, 10% or more of the outstanding shares of any class of equity security of the issuer: (2) Amount of securities owned as of a specified date.E.Promoter information. If the issuer was organized within the past 3 years, provide the following information for each promoter: (3) Principal occupation for past 5 years; and(4) Amount of securities owned as of a specified date.F.Offerer information. If the offering is a nonissuer distribution, provide the following information for each person on whose behalf any part of the offering is to be made: (3) Amount of securities owned; and(4) Statement of the reasons for making the offering.G.Issuer capitalization. Provide the following information about the issuer: (1) Capitalization and long-term debt on a current basis; and(2) Description of each security outstanding.H.Subsidiary capitalization. Provide the following information for each significant subsidiary of the issuer: (1) Capitalization and long-term debt on a current basis; and(2) Description of each security outstanding.I.Offering information. Provide the following information about the offering: (1) A description of the plan of distribution of the securities; and(2) The names and addresses of any entities or persons that will receive any remuneration for offering and selling the securities.J.Pending actions. Provide a description of each pending litigation or proceeding to which the issuer is a party and which may materially affect its business or assets, including any litigation or proceeding known to be contemplated by governmental authorities.K.Financial statements. Provide copies of the following financial statements of the issuer:(1) A balance sheet dated within four months of the commencement of the offering;(2) A profit and loss statement and analysis of surplus for each of the three fiscal years preceding the date of the balance sheet or for the period of the issuer's and any predecessors' existence if less than three years; and(3) A profit and loss statement and analysis of surplus for any period between the close of the last fiscal year and the date of the balance sheet.02-032 C.M.R. ch. 539, § 4