Website operators

Sec. 2.3. (a) This section applies to an offering under section 2(27)(O) of this chapter that is made exclusively through one (1) or more websites and each website.

(b) As required by section 2(27)(O)(ii) of this chapter, the website operator shall register with the division by filing a statement, accompanied by the filing fee established by the commissioner, that includes all the following:

(1) That the website operator is a business entity organized under the laws of Indiana and authorized to do business in Indiana.

(2) That the website is being used to offer and sell securities pursuant to the exemption under section 2(27) of this chapter.

(3) The identity and location of, and contact information for, the website operator.

(4) Except as provided in subsection (c), that the website operator is registered as a broker-dealer under IC 23-19-4.

(c) The website operator is not required to register as a broker-dealer if all the following apply with respect to the website and its operator:

(1) It does not offer investment advice or recommendations.

(2) It does not solicit purchases, sales, or offers to buy the securities offered or displayed on the website.

(3) It does not compensate employees, agents, or other persons for the solicitation or based on the sale of securities displayed or referenced on the website.

(4) It is not compensated based on the amount of securities sold, and it does not hold, manage, possess, or otherwise handle investor funds or securities.

(5) The fee it charges an issuer for an offering of securities on the website is a fixed amount for each offering, a variable amount based on the length of time that the securities are offered on the website, or a combination of the fixed and variable amounts.

(6) It does not identify, promote, or otherwise refer to any individual security offered on the website in any advertising for the website.

(7) It does not engage in any other activities that the division, by rule, determines are prohibited of the website.

(8) Neither the website operator, nor any director, executive officer, general partner, managing member, or other person with management authority over the website operator, has been subject to any conviction, order, judgment, decree, or other action specified in Rule 506(d)(1) adopted under the Securities Act of 1933 (17 CFR 230.506(d)(1)) that would disqualify an issuer under Rule 506(d) adopted under the Securities Act of 1933 (17 CFR 230.506(d)) from claiming an exemption specified in Rule 506(a) to Rule 506(c) adopted under the Securities Act of 1933 (17 CFR 230.506(a) to 17 CFR 230.506(c)).

As added by P.L.106-2014, SEC.4. Amended by P.L.23-2026, SEC.239.