United States · Federal statutory limitations
Which event starts the three-year Securities Act repose component?
Section 13 measures the three-year boundary from bona fide public offering for Section 11 or Section 12(a)(1) liability, and from sale for Section 12(a)(2) liability. This page counts that established component. It does not choose the liability branch or replace the separate one-year requirement.
- Period
- Three years from the claim-specific offering or sale event
- Trigger
- Applicable bona fide public offering date or Section 12(a)(2) sale date
- Rule
- 15 U.S.C. § 77m, Securities Act § 13
S. Code, laws in effect January 6, 2025. The subsequent-law review covers the retained 119th Congress corpus through Public Law 119-118, approved September 30, 2026. Its scoped candidate findings do not establish every claim-specific exception or later judicial application. This page requires the stated covered cause and legally established event.
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Which event starts this particular limitation?
Section 13 measures the three-year boundary from bona fide public offering for Section 11 or Section 12(a)(1) liability, and from sale for Section 12(a)(2) liability. This page counts that established component. It does not choose the liability branch or replace the separate one-year requirement.
Responsible actor. The plaintiff enforcing the identified Securities Act liability.
Identify the provision creating the alleged liability.
For Section 11 or 12(a)(1), establish bona fide public offering; for Section 12(a)(2), establish sale.
Check the separate one-year requirement and actual forum.
First identify the statutory liability and corresponding event. The same three-year arithmetic does not make offering and sale interchangeable. Federal court computation is not a state-court filing review.
15 U.S.C. § 77m, Securities Act § 13How is this established federal civil court component counted?
- Applicable bona fide public offering date or Section 12(a)(2) sale date
- For the established federal civil court component, FRCP 6(a)(1) excludes the trigger day and includes intermediate weekends and holidays. A period in months or years uses its corresponding calendar date, rather than a fixed number of days. The final weekend or legal holiday moves forward under Rule 6(a). A target month or year without the corresponding day requires separate endpoint review; this calculator refuses that input.
- Complete the identified court action within every applicable Section 13 boundary. Preserve the statutory branch, offering or sale evidence, and filing receipt.
Retained 2024 annual U.S. Code, laws in effect January 6, 2025. The subsequent-law review covers the retained 119th Congress corpus through Public Law 119-118, approved September 30, 2026. Its scoped candidate findings do not establish every claim-specific exception or later judicial application. This page requires the stated covered cause and legally established event. Court computation uses the retained December 1, 2025 FRCP compilation; identified agency regulations use their separately stated 2026 API editions.
The calendar covers established events and results from January 1, 2025 through December 31, 2033. OPM observations for 2025–2030 are independently checked. Dates in 2031–2033 are standing-rule projections under 5 U.S.C. § 6103, not published OPM schedules. Additional presidential, congressional or district-state holidays, amendments and actual clerk inaccessibility require separate review. Inauguration Day is not treated as a nationwide district-court holiday. The coverage boundary does not establish statutory applicability or lateness.
FRCP 3, 6(a)(1), (3), (4), (6) and 6(d)What do independently derived component examples show?
Fictitious example
Fictitious independently established facts. First identify the statutory liability and corresponding event. The same three-year arithmetic does not make offering and sale interchangeable. Federal court computation is not a state-court filing review.
| Step | What is counted | Date |
|---|---|---|
| Ordinary established event | Applicable bona fide public offering date or Section 12(a)(2) sale date | Thursday, June 4, 2026 |
| Ordinary component | Event on Thursday, June 4, 2026. The independently established 3-years component has the corresponding nominal date 2029-06-04. Under the stated federal civil court assumptions, the final date is 2029-06-04. No tolling, service addition or unknown local holiday is assumed. | Monday, June 4, 2029 |
| Holiday component | Event on Thursday, January 1, 2026. The independently established 3-years component has the corresponding nominal date 2029-01-01. Under the stated federal civil court assumptions, the final date is 2029-01-02. No tolling, service addition or unknown local holiday is assumed. | Tuesday, January 2, 2029 |
| Confirmed clerk-inaccessibility branch | Event on Thursday, June 4, 2026. The independently established 3-years component has the corresponding nominal date 2029-06-04. Under the stated federal civil court assumptions, the final date is 2029-06-05. No tolling, service addition or unknown local holiday is assumed. Fictitious independently confirmed full-day clerk closure on Monday, June 4, 2029; no contrary court order. | Tuesday, June 5, 2029 |
| Independent statutory comparison | Established discovery on Tuesday, October 5, 2027 gives Thursday, October 5, 2028. The separate established bona fide public offering on Thursday, January 2, 2025 gives Monday, January 3, 2028. Compare both applicable components. | Earlier component. Monday, January 3, 2028 |
| Independent statutory comparison | Established discovery on Tuesday, June 2, 2026 gives Wednesday, June 2, 2027. The separate established Section 12(a)(2) sale on Friday, January 2, 2026 gives Tuesday, January 2, 2029. Compare both applicable components. | Earlier component. Wednesday, June 2, 2027 |
Fictitious independently established events and classifications. The displayed result is this one untolled component. Securities earlier-of comparisons and alternative wage classifications are separately identified. These examples do not determine accrual, discovery, statutory liability, the actual forum, an exception, a completed filing or an unrecorded closure. First identify the statutory liability and corresponding event. The same three-year arithmetic does not make offering and sale interchangeable. Federal court computation is not a state-court filing review.
Try these dates in the calculatorWhich qualifications can change this limitation analysis?
- Event selection
- A purchase date cannot automatically substitute for bona fide public offering in a Section 11 claim.
- One-year requirement
- A three-year result is only one statutory boundary; the applicable one-year discovery or violation requirement remains.
- No assumed extension
- The component is calculated without a tolling or revival assumption. Resolve any disputed extension against controlling authority.
- Calendar and endpoint coverage
- The calendar covers established events and results from January 1, 2025 through December 31, 2033. OPM observations for 2025–2030 are independently checked. Dates in 2031–2033 are standing-rule projections under 5 U.S.C. § 6103, not published OPM schedules. Additional presidential, congressional or district-state holidays, amendments and actual clerk inaccessibility require separate review. Inauguration Day is not treated as a nationwide district-court holiday. The coverage boundary does not establish statutory applicability or lateness.
- First identify the statutory liability and corresponding event. The same three-year arithmetic does not make offering and sale interchangeable. Federal court computation is not a state-court filing review.
- The calculation supplies the stated component on established facts. Unmodeled tolling, competing components and claim-specific exceptions require separate controlling review.
What must be completed and preserved?
Questions about this particular statutory limitation
Which event starts the three-year Securities Act repose component?
Does every Securities Act claim run from sale?
No. Section 13 expressly uses bona fide public offering for Section 11 and Section 12(a)(1).
15 U.S.C. § 77m, Securities Act § 13One-year discovery branch for Section 11 or 12(a)(2)Does this calculate the one-year violation branch?
No. Section 12(a)(1) also has a separate one-year violation requirement that this three-year preset does not determine.
15 U.S.C. § 77m, Securities Act § 13Different five-year fraud reposeDoes a federal component establish a state-court filing cutoff?
No. Establish the actual forum and applicable computation and filing rules separately.
15 U.S.C. § 77m, Securities Act § 13Different two-year fraud discoveryOfficial sources and review
Provisions used (5)
| Provision | Purpose |
|---|---|
| 15 U.S.C. § 77m, Securities Act § 13 | This statutory actor, event, period and qualifications |
| FRCP 3, 6(a)(1), (3), (4), (6) and 6(d) | Federal court commencement, computation and filing boundary |
| 5 U.S.C. § 6103(a)–(b); Executive Order 11582 § 3(a) | Named and observed holidays, with explicit limits on future projections |
| OPM published federal holiday schedules through 2030 | Named and observed holidays, with explicit limits on future projections |
| 28 U.S.C. § 1658(b)(1)–(2) | The separately identified agency procedure, related statutory requirement or primary decision |