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Removing
Restrictions
Restricted stock certificates
customarily bear a legend
identifying them as restricted. The
absence of a legend does not mean
that there are no restrictions on
the sale of the shares. The main
purpose of a restrictive legend is
to prevent you from transferring
ownership in violation of securities
laws or contractual agreements.
Certificates bearing a restrictive
legend normally will not transfer
until the securities represented by
your certificates have either: been
sold in accordance with the
applicable regulatory or contractual
restrictions, or are no longer
subject to regulatory or contractual
restrictions.
Rule 144
Rule
144 has been recently modified
by the Securities and Exchange
Commission. The new rules
eliminated the 144(k) exemptions
and reduced the holding periods
for fully reporting Issuers of
Non-shell companies. The link
to the new changes is
144 final rule 33-8869fr
2-15-2008.
If you own stock in one of these
companies, you may be eligible
to sell your stock if you have
beneficially owned it for 6
months or more. In this case,
you will need to contact your
broker/dealer directly to make
any sale of securities you have
owned more than 6 months and
less than 1 year.
You may transfer directly with
Colonial Stock Transfer, using
our Sellers Rep Form if you have
owned for more than one year.
You may be required to obtain a
legal opinion to make a transfer
in a non-reporting company, if
there is an exemption available
under the new Rule.
Transfer fees of $25 per
certificate issued and legend
removal fees of $60 per legend
removal.
Registration Statement (For
non-shell companies only)
Some companies will file a
registration statement with the SEC
that will enable a shareholder to
sell restricted stock, provided that
any unsold shares be issued back
into the shareholders name with the
restriction. Normally the company
will inform all shareholders that
are affected by the registration
statement, but it may be worth the
time to call the company's investor
relations department directly to
find out if a registration statement
has been filed, or will be filed.
If a registration statement has been
filed with the SEC for your shares,
and is still "effective", then
please send the following in order
to free up the shares once the
shares have been sold:
1. Submit the transfer with
appropriate transfer instructions
(include names, addresses, and
social security numbers) and an
acceptable
Medallion Signature
Guarantee.
2. Submit a confirmation of sale
letter signed by the shareholder or
brokerage firm, attesting that the
shares have been sold pursuant to
the prospectus delivery
requirements.
3. Attach a copy of the registration
statement that list your shares.
4. Enclose transfer fees of $25 per
certificate issued and legend
removal fees of $60 per legend
removal.
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