Tex. Gov't Code § 4005.012 · Subchapter A. EXEMPT TRANSACTIONS
PRIVATE LIMITED OFFERINGS.
Text — Current through the 89th 2nd Called Legislative Session, 2025
(a) The exemption provided by Section 4005.001 applies to the following sales made without any public solicitation or advertisement:
(1) the sale of a security by the issuer of the security if the total number of security holders of the issuer does not exceed 35 persons after the sale; or
(2) the sale by an issuer of the issuer's securities to not more than 15 persons during the 12-month period ending with the date of the sale if the persons purchased the securities for their own account and not for distribution.
(b) For the purpose of determining the number of persons under Subsection (a)(2), the following persons are not included:
(1) a purchaser of a security in a transaction exempt under another provision of this subchapter;
(2) a purchaser of a security exempt under Subchapter B; and
(3) a purchaser of a security that is part of an offering registered under Subchapter A, B, or C, Chapter 4003.
Notes and commentary — not statutory text
History
Added by Acts 2019, 86th Leg., R.S., Ch. 491 (H.B. 4171), Sec. 1.01, eff. January 1, 2022.
Source of truth
- Edition
- Current through the 89th 2nd Called Legislative Session, 2025
- Official file
- https://statutes.capitol.texas.gov/Docs/GV/htm/GV.4005.htm
- Text hash
- sha256 4c79e5a20adae64f9a362a0b7c501e6ca9a1243b86721e6b6febc221ba04aaad
- Composed by
- compose_tx.py 2026-10-05: the Legislative Council's chapter files read in document order; verify_tx.py's independent reading (lxml DOM walk) agrees character for character
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