# Rule 701Exempt Offerings Pursuant to Compensatory Arrangements
> **US Securities and Exchange Commission** · Final rule. · Published 1999-03-08 · Effective 1999-04-07 · 64 FR 11095
## Document
- **Document number:** 99-5296
- **Category:** final-rule
- **Agency:** US Securities and Exchange Commission
- **Federal Register citation:** 64 FR 11095
- **CFR reference:** 17 CFR 230
- **Publication date:** 1999-03-08
- **Effective date:** 1999-04-07
- **Docket:** Release No. 33-7645
## Abstract

The Securities and Exchange Commission (``we'' or ``Commission'') is adopting amendments to Rule 701 under the Securities Act of 1933, which provides an exemption from registration for securities issued by non-reporting companies pursuant to compensatory arrangements. These amendments make Rule 701 more useful and eliminate unnecessary restrictions. We are removing the $5 million aggregate offering price ceiling and setting the maximum amount of securities that may be sold in a 12-month period to a more appropriate, flexible limit related to the size of the issuer. The amendments also require specific disclosure from issuers that sell more than $5 million worth of securities in a 12-month period, and harmonize the definition of consultant and advisor to the one contained in Form S-8, the short-form registration statement form for the offer and sale of employee benefit plan securities.

## Source
- [Federal Register document](https://www.federalregister.gov/documents/1999/03/08/99-5296/rule-701exempt-offerings-pursuant-to-compensatory-arrangements)
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