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Exemptions from Registration call the Division at (801) 530-6600
FILING REQUIREMENTS

Some exemptions require a filing with the Division to claim the exemption, while other exemptions are self-executing and do not require a filing.  See the Exemptions Table below for a list of exemptions that require a filing.  Regardless of whether an exemption is self-executing, a request for confirmation may be filed for any exemption.  The filing fee for all exemptions is $60.  The filing fee for investment companies is $600.  See the Fee Schedule.

BURDEN OF PROOF

Any person that relies on an exemption has the burden to prove they qualify for the exemption.  See section 61-1-14.5

ANTI-FRAUD

There are no exemptions from the anti-fraud provisions of the Act.  An exemption only permits a person to offer or sell a security without registering the security.  Accordingly, individuals offering or selling exempt securities may have additional disclosure requirements to satisfy the anti-fraud provisions.  See section 61-1-1.

AGENT LICENSING

While exemptions do not exempt you from the licensing provisions, there are some limited licensing exceptions if you qualify for certain exemptions.  Agents representing issuers, but not broker-dealers, who receive no compensation, direct or indirect for offering or selling securities that are exempt under subsections (1 )(a), (b), (c), (i) or (j), or all of subsection (2), are not required to license as an agent because of an exception in the definition of "agent."  See 61-1-13(1)(b).

The Utah Uniform Securities Act provides 31 exemptions from registration in section 61-1-14. The Division has created 6 additional exemptions by rule. Furthermore, several of the statutory exemptions have been expanded by rule.

Exemptions are divided into two groups. Subsection (1) provides exemptions for securities themselves based on the type of security being offered or sold. Subsection (2) provides exemptions for specific types of transactions regardless of the type of security being offered or sold.

Some exemptions may be used by issuers only, while other exemptions are limited to non-issuers and some exemptions may be used by either issuers or non-issuers.

Exemption Table
Statutory & Rule Exemptions Under Section 61-1-14
Statute/Rule Description Type Available to Filing Required Term
(1)(a) Government Security Issuer & Non-issuer Self-executing Indefinite
(1)(b) Foreign Government Security Issuer & Non-issuer Self-executing Indefinite
(1)(c) Depository Institution Security Issuer & Non-issuer Self-executing Indefinite
(1)(d) Public Utility Security Issuer & Non-issuer Self-executing Indefinite
(1)(e) Exchange Listed Security Issuer & Non-issuer Self-executing Duration of Listing
(1)(f) Non-Profit Organization Security Issuer & Non-issuer Self-executing Indefinite
(1)(g) Employee Benefit Plan Security Issuer & Non-issuer Self-executing Duration of Investment Contract
(1)(h) Registered Investment Company Security Issuer & Non-issuer Self-executing 12 Months
(1)(i) Discretionary Security Issuer & Non-issuer Filing Required Varies
(2)(a) Isolated Transaction Non-issuer Self-executing Duration of transaction
(2)(b) Manual Listing Transaction Non-issuer Filing Required with exceptions See R164-14-2b(F)
(2)(c) Unsolicited Transaction Non-issuer Self-executing Duration of transaction
(2)(d) Underwriter Transaction Issuer Self-executing Duration of transaction
(2)(e) Real Estate Transaction Issuer Self-executing Duration of transaction
(2)(f) Court Ordered Transaction Non-issuer Self-executing Duration of transaction
(2)(g) Bona Fide Pledgee Transaction Non-issuer Self-executing Duration of transaction
(2)(h) Institutional Investor Transaction Issuer & Non-issuer Self-executing Duration of transaction
(2)(i) Preorganization Subscription Transaction Issuer Self-executing Duration of transaction
(2)(j) Existing Securities Holder Transaction Issuer Self-executing with filing available Duration of transaction
(2)(k) Red Herring Transaction Issuer Self-executing if registration pending Duration of transaction
(2)(l) Dividend of Issuer Transaction Issuer Self-executing Duration of transaction
(2)(m) Secondary Trading Transaction Non-issuer Filing Required See R164-14-2m(F)
(2)(n) Non-Public Offering Transaction Issuer & Non-issuer Self-executing unless seeking safe harbor Life of offering
(2)(o) Sale of Condominium or Time Share Transaction Issuer & Non-issuer Self-executing Duration of transaction
(2)(p) Merger and Reorganization Transaction Issuer Filing Required Duration of transaction
(2)(q) Limited Offering Transaction Issuer Self-executing Duration of transaction
(2)(r) Commodity Contract Transaction Issuer & Non-issuer Self-executing Duration of transaction
(2)(s) Fairness Hearing Transaction Issuer Filing & Hearing Required Duration of transaction
(2)(t) Judicially Approved Exemption Transaction Issuer Self-Executing Duration of Transaction
(2)(u) Federal Covered Advisor Transaction Non-Issuer Self-executing Duration of Transaction
(2)(v) Discretionary Transaction Issuer & Non-Issuer Filing Required Duration of Transaction
R164-14-2v MJDS - Secondary Trading Transaction Non-issuer Self-executing Duration of Transaction
R164-14-21v Solicitation of Interest (Testing the Waters) Transaction Issuer Filing Required Duration of Transaction
R164-14-23v Foreign Securities- Secondary Trading Transaction Non-issuer Self-executing Duration of Transaction
R164-14-24v Internet Solicitations Transaction Issuer Self-executing Duration of Transaction
R164-14-25v Accredited Investor Transaction Issuer Filing Required Duration of Transaction
R164-14-26v Reorganization Involving Certain Federal Covered Securities Transaction Issuer Self-executing Duration of Transaction
R164-14-27v Compensatory Benefit Plan Transaction Issuer Self-executing Duration of Transaction
R164-4-8 Cross Border Trading Transaction Issuer & Non-issuer Filing Required Duration of Transaction