Replies to post #65293 on BlockQuarry Corp (BLQC)

[Carini]

Actually the most interesting part to me is in paragraph 29, where he alleges that H's representations regarding Rule 144 applicability were incorrect. He seems to base his claim solely on the holding period, and at the very end says "Whether or not BLDW or HempTech was current in any reporting obligations with OTC Markets would not affect the applicable holding period for the shares under Rule 144."

I gather from that that he was being told he couldn't use Rule 144, despite the holding period being expired, because the company was not current. That is my understanding of Rule 144, and is often repeated on these boards (including by some who are known lenders), but I've never actually seen it litigated before (admittedly I haven't looked that hard). It will be interesting to see how that plays out.

For its part, the SEC has this to say regarding the conditions for Rule 144:

Current Public Information. There must be adequate current information about the issuing company publicly available before the sale can be made. For reporting companies, this generally means that the companies have complied with the periodic reporting requirements of the Securities Exchange Act of 1934. For non-reporting companies, this means that certain company information, including information regarding the nature of its business, the identity of its officers and directors, and its financial statements, is publicly available.

https://www.sec.gov/reportspubs/investor-publications/investorpubsrule144htm.html

My reading of that is that the non-reporting company has to have current financials posted in order for Rule 144 to apply. But, again, that's what the SEC says, and that's not necessarily binding on a court (though would be considered highly persuasive).