Global Digital Solutions Inc (GDSI)

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V. EXCEPTIONS TO THE SAFE HARBOR

The Act provides certain exceptions to the safe harbor, both in terms of parties that may not invoke it and transactions to which it does not apply. The safe harbor is not available in connection with an issuer that was convicted of certain securities-related crimes, or was the subject of securities-related consent decrees, during the prior three years. Section 27A(b)(1)(A). Nor is it available to penny-stock companies, companies involved in "blank check" offerings or roll-ups, or to companies that are going private. Section 27A(b)(1)(B)-(E).

The safe harbor does not apply to forward-looking statements made in connection with an initial public offering, a tender offer, or a partnership offering. Section 27A(b)(2)(C)-(E). The safe harbor does not apply to beneficial ownership filings under section 13(d) of the 1934 Act or to investment company registration statements. Section 27A(b)(2)(B),(F). Nor does it apply to forward-looking statements "included in a financial statement prepared in accordance with generally accepted accounting principles." section 27A(b)(2)(A).

The Conference Committee invited the SEC to expand the applicability of the safe harbor to additional types of information and transactions, as the Commission deems appropriate. Report at 46.

http://www.borisfeldman.com/Safe_Harbor.htm