1. (1) As a condition to registration where the offering is on a “best efforts” basis, the success of the venture is dependent on the proceeds of the offering or the issuer is in a promotional or developmental phase, the Office of Financial Regulation may require that all or part of the proceeds from the sale of securities be escrowed until the issuer deposits a specified minimum amount from the sale of such securities within a specified period of time to accomplish the purposes of the offering and/or until certain stipulated requirements are met. The escrow agreement shall be in a form suitable to the Office of Financial Regulation, and shall include but not be limited to:

   1. (a) The termination date of the offering;
   2. (b) The amount needed to be escrowed before the funds may be released to the issuer;
   3. (c) A provision that in the event an offering fails to meet all the established escrow requirements, all proceeds with interest, if any, received up to such date will be returned to investors, less the expenses of administering the escrow.
2. (2) The escrow agent shall be a state bank with trust powers, a trust company, or a national bank with trust powers that is located within the United States or any territory or insular possession thereof. Checks, drafts and money orders for the purchase of securities shall be made payable to the escrow agent. If a broker/dealer is acting as underwriter or selling agent for the issuer, payments may be made to such broker/dealer who shall promptly make remittance to the escrow agent.

Rulemaking Authority 517.03 FS. Law Implemented 517.081(7) FS. History–(Formerly 3E-20.08) New 9-20-82, Formerly 3E-700.09, 3E-700.009.