Rule 144 Representation Letter
(Provided by Non-Affiliate Stockholders to Company Counsel)


Summary

This template representation letter can be used by a non-affiliate stockholder of an issuer in connection with the sale of restricted securities in compliance with Rule 144 (17 C.F.R. ยง 230.144) under the Securities Act of 1933. This template includes practical guidance and drafting notes. The letter may be used for either reporting or non-reporting companies. It is addressed to the issuer's counsel to support the legal opinion that may be required of counsel by the issuer's transfer agent to remove the restrictive legend from the certificate evidencing the securities. For templates of other documents used in Rule 144 sales, see Broker's Representation Letter (Rule 144 Resale), Rule 144 Representation Letter (Provided by Affiliate Stockholders to Company Counsel), Rule 144 Resale Opinion Letter, and Form 144 Notice of Proposed Sale of Securities Pursuant to Rule 144 under the Securities Act of 1933. For information on Rule 144, see Domestic Resales of Unregistered Securities: Rule 144, ...