STATE OF NEW YORK
________________________________________________________________________
7604
IN SENATE
May 15, 2014
___________
Introduced by Sen. HOYLMAN -- read twice and ordered printed, and when
printed to be committed to the Committee on Housing, Construction and
Community Development
AN ACT to amend the general business law, in relation to filing require-
ments relating to the sale of certain non-public real estate securi-
ties offerings
The People of the State of New York, represented in Senate and Assem-bly, do enact as follows:
1 Section 1. Paragraph (a) of subdivision 1 of section 352-e of the
2 general business law, as amended by chapter 1085 of the laws of 1968, is
3 amended to read as follows:
4 (a) It shall be illegal and prohibited for any person, partnership,
5 corporation, company, trust or association, or any agent or employee
6 thereof, to make or take part in a public or non-public offering or sale
7 in or from the state of New York of securities constituted of partic-
8 ipation interests or investments in real estate, mortgages or leases,
9 including stocks, bonds, debentures, evidences of interest or indebt-
10 edness, limited partnership interests or other security or securities as
11 defined in section three hundred fifty-two of this article, when such
12 securities consist primarily of participation interests or investments
13 in one or more real estate ventures, including cooperative interests in
14 realty, unless and until there shall have been filed with the department
15 of law, prior to such offering, a written statement or statements, to be
16 known as an "offering statement" or "prospectus" concerning the contem-
17 plated offering which shall contain the information and representations
18 required by paragraph (b) of this subdivision unless the security offer-
19 ing is exempted hereunder or under subdivision two of section three
20 hundred fifty-nine-f[, subdivision two,] of this article by rule or
21 action of the attorney general. The term "real estate" as used in [the]
22 this paragraph shall not include mineral, oil or timber leases or prop-
23 erties, or buildings, structures, land or other realty housing or
24 containing business offices or industry, owned or leased by the issuer,
25 where the issuer is not primarily engaged in the business of buying and
26 selling such building or other realty or leases or interests therein.
EXPLANATION--Matter in italics (underscored) is new; matter in brackets
[] is old law to be omitted.
LBD11729-01-3
S. 7604 2
1 The circulation or dissemination of a non-firm offer (including circu-
2 lation or dissemination of a preliminary prospectus pursuant to section
3 ten (b) of the securities act of nineteen hundred thirty-three, and the
4 rules thereto appertaining) shall not constitute making or taking part
5 in a public offering within the meaning of this section.
6 § 2. This act shall take effect immediately.
