Effectiveness of Registration Statements

As used in the Securities Act and by the SEC, the term “effective” does not refer to the persuasiveness or utility of a registration statement. Instead, it is a term of art meaning the time when an offering may officially commence. No sale of a security may be consummated until a registration statement becomes effective.

Securities Act Section 8 sets out a timeline under which a registration statement becomes effective 20 days after filing, or 20 days after an amendment, unless the SEC determines that an earlier date is warranted. The SEC has 10 days from the date of filing to identify any incomplete or inaccurate