Corporate & Securities Law

By Jim Hamilton

A checklist on the notice filing and fee requirements for making Rule 504, 505 and 506 offerings following the SEC's mandate that Form D be filed electronically beginning March 16, 2009 was issued by the Washington Department of Financial Institutions. The checklist provides a capsule summary of the notice filing requirements of Washington's Regulation D Rules for 504, 505 and 506 offerings that were amended effective September 15, 2008 to conform to federal electronic Form D filing requirements.

Beginning March 16, 2009, issuers making a Rule 504, 505 or 506 offering must file with the Department of Financial Institutions a paper copy of the Form D electronically filed with the SEC. The Department also requires a report of the date of first sale to a Washington resident or an indication that sales have not yet occurred in Washington (that may be included in a cover letter). The fee for Rule 505 or 506 is $300; the fee for Rule 504 is $50. The Rule 505 or 506 notice must be filed no later than 15 days after the first sale in Washington; the Rule 504 notice must be filed no later than 10 business days before receipt of consideration or the delivery of a signed subscription agreement. An amendment updating Form D information must be filed, as well as annual amendments for ongoing offerings.

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Full post as published by Jim Hamilton's World of Securities Regulation on June 23, 2009 (boomark / email).