Global Technologies Group, Inc. (GTGP)

[BigBake1]

That is my point, shareholders of the public parent company do not qualify for such an exemption. So the only way for shareholders of GTGP to ever get ownership shares of GTHI is by buying them on the open market after it went public.

As I stated, it is being surmised that GTGP is not a more than 1% owner of GTHI and as such is not required to file an 8K, and as a private entity GTHI does not require public disclosure. Those are both correct and if true result in GTGP shareholders getting absolutely nothing from the GTHI private entity. A poster floated the idea that GTGP shareholder would be given shares via the private entity while going public. I pointed out why that cannot happen and as you just concluded, the exemption SEC Rule 701 to offer or sell shares of a private subsidiary is only for compensation plans to employees, officers.. etc.... There exist no other exemption under any SEC Rule to offer or sell shares of a private subsidiary to the public shareholders of the parent company.

Transactions exempted by this section. This section exempts offers and sales of securities (including plan interests and guarantees pursuant to paragraph (d)(2)(ii) of this section) under a written compensatory benefit plan (or written compensation contract) established by the issuer, its parents, its majority-owned subsidiaries or majority-owned subsidiaries of the issuer's parent, for the participation of their employees, directors, general partners, trustees (where the issuer is a business trust), officers, or consultants and advisors, and their family members who acquire such securities from such persons through gifts or domestic relations orders. This section exempts offers and sales to former employees, directors, general partners, trustees, officers, consultants and advisors only if such persons were employed by or providing services to the issuer at the time the securities were offered. In addition, the term "employee" includes insurance agents who are exclusive agents of the issuer, its subsidiaries or parents, or derive more than 50% of their annual income from those entities.