BIEF Update

The BIEF Board of Directors has brought on Attorney Shane Hansen, lead counsel for the BIEF Campaign for Clarity, to provide strategic legal support to state and regional associations. His goal is to help these groups encourage state securities regulators to prioritize the adoption of NASAA’s amended M&A Broker Rule.

At present, 21 states have enacted some form of registration exemption for transactions that meet certain criteria. However, 29 states have yet to recognize any exemption from SEC registration requirements for securities transactions. If your transaction is classified as a securities transaction under the SEC broad definitions, it could lead to significant financial and legal challenges—both professionally and personally.

What does this mean for you?

  • We need all states to adopt a commonsense Model Rule to exempt certain M&A transactions.
  • As an industry, we cannot afford to overlook state laws or put ourselves and our clients at risk—it’s simply not worth the commission.
  • 21 states have already taken a sensible approach, agreeing with local intermediaries to exempt certain transactions, which benefit clients, you, and the state.
  • 29 states still need your help to educate legislators on the positive impact a limited exemption to SEC registration would have on the community.
  • To protect your profession and avoid the risk of litigation or lost commissions, it’s essential to take action.

With the support of IBBA, M&A Source, and hundreds of others, Shane Hansen and BIEF have developed a streamlined process and documents to help you engage with your state and move forward. Shane will also be available on a limited basis to help each state association on this endeavor.

Now is the time for business brokers and M&A intermediaries to reach out to their state securities regulators to learn about their plans (if any) to adopt the NASAA M&A Broker Rule. Visit this NASAA webpage: https://www.nasaa.org/contact-your-regulator/ to find your state regulator’s contact details.

For more information, visit your association’s website or connect with your state association, don’t gamble your carrier.

John Zayac and Mike Ertle, Co-Chairs of BIEF