Janice,
We are in the presence of greatness here. Reading further, I found this, which I think should be standard boilerplate in all S&L offerings:
Not an Investment; No Possibility of Profit
Although the Corporation is selling "common
stock," and although such "common stock"
carries an equal right to vote with all other
shares of Common Stock, prospective
purchasers should be aware that Common
Stock represents a completely noneconomic
investment for the reasons described below.
[...]
The Common Stock does not constitute an
investment in "stock" in the common sense of
the term because (i) the Corporation cannot
pay dividends or distribute proceeds from
liquidation to its stockholders; (ii) Common
Stock is not negotiable or transferable, except
to family members by gift or in the event of
death, or to the Corporation at a price
substantially less than the issuance price, under
the Corporation's Bylaws; and (iii) Common
Stock cannot be pledged or hypothecated
under the Corporation's Bylaws. Common
Stock cannot appreciate in value, and holders
of common stock cannot recoup the amount
initially paid for common stock, either through
resale or transfer, or through liquidation or
dissolution of the Corporation. See "No Profits
or Dividends" and "Transfer Restrictions."
Therefore, a prospective purchaser should not
consider Common Stock to be an investment
vehicle. Nonetheless, as is the case with a
typical purchase of common stock, the amount
a purchaser pays to purchase Common Stock
will increase the Corporation's capital, and the
Corporation will have no obligation to repay
such amount at any time.
No Securities Laws Protection
Because the Corporation believes Common
Stock is not considered "stock" for securities
laws purposes, it believes offerees and Laws
Protection purchasers of Common Stock will
not receive the protection of federal or state
securities laws with respect to the offering or
sale of Common Stock. [...]
No Profits or Dividends
A holder of Common Stock will not be able
to make any profits through dividends or
otherwise by virtue of being a holder of
Common Stock. |
