---
title: "Screen a securities offer for an untrue statement or a misleading omission"
url: "https://ailawframework.com/practice/financial-services-regulation/check-a-statement-for-the-prohibition-on-false-or-misleading-statements/united-states"
type: "task_jurisdiction_version"
site: "AI Law Framework"
id: "A28-MA20261022-9-US"
practice_area: "Financial Services Regulation (AFSL/ASIC/credit)"
tier: "yellow"
lawyer_review: "required"
jurisdictions: ["US"]
last_reviewed: "2026-10-22"
---

# Screen a securities offer for an untrue statement or a misleading omission

> From the offer or sale communication, quote each statement of fact about the security, record any fact the file shows was omitted, and record whether the file describes consideration paid for a communication that…

Canonical page: https://ailawframework.com/practice/financial-services-regulation/check-a-statement-for-the-prohibition-on-false-or-misleading-statements/united-states  
Last reviewed: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

| Fact | Value |
| --- | --- |
| Practice area | [Financial Services Regulation (AFSL/ASIC/credit)](https://ailawframework.com/practice/financial-services-regulation.md) |
| Human involvement | Yellow: Lawyer and AI draft together |
| How AI is used | From the offer or sale communication, quote each statement of fact about the security, record any fact the file shows was omitted, and record whether the file describes consideration paid for a communication that describes the security without purporting to offer it. Do not decide that a statement is untrue or that an omission is material. |
| What the lawyer must review | The lawyer applies 15 USC 77q, section 17 of the Securities Act. In the offer or sale of any securities, or any security-based swap agreement as the section defines it, by the use of interstate commerce or the mails, it is unlawful, directly or indirectly, to employ any device, scheme, or artifice to defraud; to obtain money or property by means of any untrue statement of a material fact or any omission to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; or to engage in any transaction, practice, or course of business which operates or would operate as a fraud or deceit upon the purchaser. Subsection (b) makes it unlawful to publish or circulate a notice, circular, advertisement, newspaper, article, letter, investment service, or communication which, though not purporting to offer a security for sale, describes the security for a consideration received or to be received from an issuer, underwriter, or dealer, without fully disclosing the receipt, whether past or prospective, and the amount. Subsection (c) says the exemptions in section 77c do not apply to this section. The GovInfo 2023 edition contains the same subsections (a), (b), and (c). |
| Written for | United States |
| Applies to | [Check a statement for the prohibition on false or misleading statements](https://ailawframework.com/practice/financial-services-regulation/check-a-statement-for-the-prohibition-on-false-or-misleading-statements.md) |

## Checking plan

- What the AI does: From the offer or sale communication, quote each statement of fact about the security, record any fact the file shows was omitted, and record whether the file describes consideration paid for a communication that describes the security without purporting to offer it. Do not decide that a statement is untrue or that an omission is material.
- Basis: Checked against the linked sources on 22 October 2026. Confirm the current instrument before reliance.

## Notes

- Section 17(a) is the offer-or-sale fraud section. Subsection (b) is the paid-publicity disclosure. The lawyer chooses which one the paper raises.
- The GovInfo copy is the 2023 edition. The lawyer confirms the current section.

## Sources

- [15 USC 77q, fraudulent interstate transactions](https://www.law.cornell.edu/uscode/text/15/77q) (checked 2026-10-22)
- [15 USC 77q, United States Code 2023 edition](https://www.govinfo.gov/content/pkg/USCODE-2023-title15/html/USCODE-2023-title15-chap2A-subchapI-sec77q.htm) (checked 2026-10-22)

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*