United States Federal Laws for Equity Sales
| Type of Offering (https://www.sec.gov/education/smallbusiness/exemptofferings/exemptofferingschart) | Offering Limit within 12-month Period | General Solicitation | Issuer Requirements | Investor Requirements | SEC Filing or Disclosure Requirements | Restrictions on Resale | Preemption of State Registration and Qualification | Data Source |
| Section 4(a)(2) | None | No | None | Transactions by an issuer not involving any public offering. See SEC v. Ralston Purina Co. | None | Yes. Restricted securities | No | |
| Rule 506(b) of Regulation D | None | No | “Bad actor” disqualifications apply | Unlimited accredited investors
Up to 35 sophisticated but non-accredited investors in a 90 day period |
Form D
Financial statement requirements for non-accredited investors consistent with Regulation A |
Yes. Restricted securities | Yes | |
| Rule 506(c) of Regulation D | None | Yes | “Bad actor” disqualifications apply | Unlimited accredited investors
Issuer must take reasonable steps to verify that all purchasers are accredited investors |
Form D | Yes. Restricted securities | Yes | |
| Regulation A: Tier 1 | $20 million |
Permitted; before qualification, testing-the-waters permitted before and after the offering statement is filed
|
U.S. or Canadian issuers Excludes blank check companies, registered investment companies, business development companies, issuers of certain securities, certain issuers subject to a Section 12(j) order, and Regulation A and reporting issuers that have not filed certain required reports “Bad actor” disqualifications apply No asset-backed securities |
None | Form 1 A, including two years of financial statements
Exit report |
No | No | |
| Regulation A: Tier 2 | $75 million | Non-accredited investors are subject to investment limits based on the greater of annual income and net worth, unless securities will be listed on a national securities exchange | Form 1 A, including two years of audited financial statements
Annual, semi-annual, current, and exit reports |
No | Yes | |||
| Rule 504 of Regulation D | $10 million | Permitted in limited circumstances | Excludes blank check companies, Exchange Act reporting companies, and investment companies
“Bad actor” disqualifications apply |
None | Form D | Yes. Restricted securities except in limited circumstances | No | |
| Regulation Crowdfunding; Section 4(a)(6) | $5 million | Testing the waters permitted before Form C is filed
Permitted with limits on advertising after Form C is filed Offering must be conducted on an internet platform through a registered intermediary |
Excludes non-U.S. issuers, blank check companies, Exchange Act reporting companies, and investment companies
“Bad actor” disqualifications apply |
No investment limits for accredited investors
Non-accredited investors are subject to investment limits based on the greater of annual income and net worth |
Form C, including two years of financial statements that are certified, reviewed or audited, as required.
Progress and annual reports |
12-month resale limitations | Yes | |
| Intrastate:Section 3(a)(11) | No federal limit (generally, individual state limits between $1 and $5 million) | Offerees must be in-state residents | In-state residents “doing business” and incorporated in-state; excludes registered investment companies | Offerees and purchasers must be in-state residents | None | Securities must come to rest with in-state residents | No | |
| Intrastate: Rule 147 | No federal limit (generally, individual state limits between $1 and $5 million) | Offerees must be in-state residents | In-state residents “doing business” and incorporated in-state; excludes registered investment companies | Offerees and purchasers must be in-state residents | None | Yes. Resales must be within state for six months | No | |
| Intrastate: Rule 147A | No federal limit (generally, individual state limits between $1 and $5 million) | Yes | In-state residents and “doing business” in-state; excludes registered investment companies | Purchasers must be in-state residents | None | Yes. Resales must be within state for six months | No | |
| Regulation S | N/A (Restricted from US) | N/A (Restricted from US) | N/A (Restricted from US) | N/A (Restricted from US) | N/A (Restricted from US) | N/A (Restricted from US) | N/A (Restricted from US) |
Examples of accredited investors:
- The Subscriber hereby represents, warrants, acknowledges and agrees to and with the Issuer that the Subscriber:
- is a U.S. Purchaser;
- has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of the transactions detailed in the subscription and it is able to bear the economic risk of loss arising from such transactions;
- is acquiring the Common Shares for its own account, for investment purposes only and not with a view to any resale, distribution or other disposition of the Common Shares in violation of the United States securities laws and, in particular, it has no intention to distribute either directly or indirectly any of the Common Shares in the United States or to U.S. Persons; provided, however, that the Subscriber may sell or otherwise dispose of any of the Common Shares pursuant to registration thereof pursuant to the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), and any applicable State securities laws or if an exemption from such registration requirements is available or registration is otherwise not required under this U.S. Securities Act;
- is not acquiring the Common Shares as a result of any form of general solicitation or general advertising, as such terms are defined for purposes of Regulation D under the U.S. Securities Act, including without limitation any advertisement, article, notice or other communication published in any newspaper, magazine or similar media or broadcast over radio or television or other form of telecommunications, or published or broadcast by means of the Internet or any other form of electronic display, or any seminar or meeting whose attendees have been invited by general solicitation or general advertising;
- understands the Common Shares have not been and will not be registered under the U.S. Securities Act or the securities laws of any state of the United States and that the sale contemplated hereby is being made in reliance on an exemption from such registration requirements provided by Section 4(a)(2) of the U.S. Securities Act and Rule 506 of Regulation D promulgated thereunder.
- satisfies one or more of the categories indicated below (check appropriate box):
- Category 1: An organization described in Section 501(c)(3) of the United States Internal Revenue Code, a corporation, a Massachusetts or similar business trust, or a partnership, not formed for the specific purpose of acquiring the Common Shares offered, with total assets in excess of US $5,000,000;
- Category 2: A natural person whose individual net worth, or joint net worth with that person’s spouse, on the date of purchase exceeds US $1,000,000;
Note: For purposes of calculating “net worth” under this paragraph:
- The person’s primary residence shall not be included as an asset;
- Indebtedness that is secured by the person’s primary residence, up to the estimated fair market value of the primary residence at the time of the sale of securities, shall not be included as a liability (except that if the amount of such indebtedness outstanding at the time of the sale of securities exceeds the amount outstanding 60 days before such time, other than as a result of the acquisition of the primary residence, the amount of such excess shall be included as a liability); and
- Indebtedness that is secured by the person’s primary residence in excess of the estimated fair market value of the primary residence at the time of the sale of securities shall be included as a liability.
- Category 3: A natural person who had an individual income in excess of US $200,000 in each of the two most recent years or joint income with that person’s spouse in excess of US $300,000 in each
of those years and has a reasonable expectation of reaching the same income level in the current year;
- Category 4: A bank as defined under Section (3)(a)(2) of the U.S. Securities Act or savings and loan association or other institution as defined in Section 3(a)(5)(A) of the U.S. Securities Act, whether acting in its individual or fiduciary capacity; a broker or dealer registered pursuant to Section 15 of the United States Securities Exchange Act of 1934; an insurance company as defined in Section 2(a)(13) of the U.S. Securities Act; an investment company registered under the United States Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of such Act; a small business investment company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the United States Small Business Investment Act of 1958; a plan established and maintained by a state, its political subdivisions, or an agency or instrumentality of a state or its political subdivisions, for the benefit of its employees if the plan has total assets in excess of US$5,000,000; an employee benefit plan within the meaning of the United States Employee Retirement Income Security Act of 1974 if the investment decision is made by a plan fiduciary, as defined in Section 3(21) of such act, which is either a bank, savings and loan association, insurance company or registered investment adviser, or if the employee benefit plan has total assets in excess of US$5,000,000, or, if a self-directed plan, with investment decisions made solely by persons that are accredited investors;
- Category 5: A private business development company as defined in Section 202(a)(22) of the United States Investment Advisers Act of 1940;
- Category 6: A director or executive officer of the Issuer;
- Category 7 A trust that (a) has total assets in excess of US$5,000,000, (b) was not formed for the specific purpose of acquiring the Common Shares and (c) is directed in its purchases of securities by a person who has such knowledge and experience in financial and business matters that he or she is capable of evaluating the merits and risks of an investment in the Common Shares as described in SEC Rule 506(b)(2)(ii) under the U.S. Securities Act; or
- Category 8 An entity in which all of the equity owners are accredited investors; and
- if an individual, is a resident of the state or other jurisdiction of its disclosed address set out in the Subscriber’s information on page 2 of its subscription; or if not an individual, has received and accepted the offer to acquire the Common Shares at the office of the Subscriber at the disclosed address set out in the Subscriber’s information on page 2, of its subscription.
United States Statewide Laws for Equity Sales
US Blue Sky Laws:
In the US, if you focus on targeting investors in a certain state alone, you may be subject to blue sky laws on a state-by-state basis. This means your filing requirements and need for a PPM can vary.
State-by-state Blue Sky Registration and Filing Requirements Chart
In the absence of an exemption either for particular securities involved, or for a particular type of transaction, the offer and sale of securities in every state is subject to registration and other qualification requirements imposed by state Blue Sky Laws. Information on state registration requirements and exemptions generally can be found in Blue Sky Law Compliance in Securities Offerings and Securities and Transaction Exemptions under Blue Sky Laws. This chart presents an overview of registration requirements including applicable filing fees, and the type of exemptions generally available in each state.
| State and Regulatory Agency Contact Information | Registration/Qualification Type | Filing/Registration Fees | Form Deliverables | Exemptions from Registration |
| Alabama
Alabama Securities Commission Phone: 1-800-222-1253 or (334) 242-2984 E-mail: asc@asc.state.al.us |
Registration by Coordination Ala. Code §§ 8-6-6, 8-6-8, Ala. Admin. Code r. 830-X-4-.01 | Registration fee of 1/10th of 1% of the aggregate offering price of the securities to be offered. A minimum fee of $100, and a maximum fee of $1,500. Plus, a $40 filing fee.
See |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable • Copy of prospectusFor complete list, see “Alabama Filing Requirements“ |
For a list of securities and transactions exempt from registration, including limited offering exemptions, see Ala. Code §§ 8-6-10, 11. |
| Registration by Qualification Ala. Code §§ 8-6-7, 8. |
See Registration by Coordination. | • Form RQ:
Originally executed Application for Registration of Securities by Qualification For complete list, see “Application of Requirements for Registration of Securities by Qualification” and “Alabama Filing Requirements“. |
See Registration by Coordination. | |
| Registration by Notification Ala. Code § 8-6-5. |
See Registration by Coordination. | • Form RN
A registration statement must contain the information set forth pursuant to Ala. Code § 8-6-5. |
See Registration by Coordination. | |
| Alaska
Department of Commerce, Community and Economic Development Juneau, AK 99801 Mailing Address: Phone: (907) 465-2521 E-mail: dbsc@alaska.gov |
Registration by Coordination Alaska Stat. § 45.56.170; Alaska Admin. Code tit. 3, § 08.015. |
For any form of registration of securities for distribution in Alaska, the filing fee is $600.00 for one year and the filing fee for solicitations of interest is $50.00.
Application fee for an initial or annual renewal registration or notice, for Application fee for registration or notice of a successor, for a |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Forms related to securities filings“ |
For a list of securities and transactions exempt from registration, see Alaska Stat. §§ 45.56.110, 45.56.120. |
| Registration by Qualification Alaska Stat. § 45.56.180. |
See Registration by Coordination. Alaska Stat. § 45.56.170. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Alaska Admin. Code tit. 3, § 08.630. 3AAC 08.090. |
See Registration by Coordination for securities fee schedule. Alaska Admin. Code tit. 3, § 08.630. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable) • Form U-7: (SCOR Form) Small Corporate Offering RegistrationFor complete list, see “Forms related to securities filings“; Alaska Admin. Code tit. 3, § 08.630. |
See Registration by Coordination. | |
| Arizona
Arizona Corporations Commission Phone: (602) 542-4242 E-mail: accsec@ccsd.cc.state.az.us |
Registration by Qualification Ariz. Rev. Stat. § 44-1891-1900; Ariz. Admin. Code § R14-4-103-120. |
A registration fee of 1/10th of 1% of the aggregate offering price of the securities to be sold in Arizona. A minimum fee of $200 and a maximum fee of $2,000. See Ariz. Rev. Stat. § 44-1892(3). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Securities Division Forms.” |
For a list of securities and transactions exempt from registration, see Ariz. Rev. Stat. §§ 44-1843, 1844. |
| Registration by Description Ariz. Rev. Stat. §§ 44-1871 through 1875. | See Registration by Qualification. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor complete list, see “Securities Division Forms.” |
See Registration by Qualification. | |
| Small Corporate Offering Registration (SCOR) Ariz. Rev. Stat. § 44-1902; Ariz. Admin. Code § R14-4-134. |
Registration Fees: A nonrefundable fee of $250. The limited offering on Form U-7 is $250. Ariz. Rev. Stat. § 44-1861(N).
Filling Fee: |
• Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Securities Division Forms.” |
See Registration by Qualification. | |
| Arkansas
Arkansas Securities Department Phone: (501) 324-9260 E-mail: securities@mail.state.ar.us |
Registration by Coordination Ark. Code Ann. § 23-42-402. |
1/10th of 1% of the maximum aggregate offering price at which the registered securities are to be offered in this state. A minimum fee of $150, and maximum fee of $2,000. A penalty fee of $200 is required for sales in excess of 105% of the total amount to be offered. See Ark. Code Ann. § 23-42-404(b)(1). | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Rules of The Arkansas Securities Commissioner, Rule 204.01(C).” |
For a list of securities and transactions exempt from registration, see Ark. Code Ann. §§ 23-42-503, 504. |
| Registration by Qualification Ark. Code Ann. § 23-42-403. |
See Registration by Coordination. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Rules of The Arkansas Securities Commissioner, Rule 204.01(C).” |
See Registration by Coordination. | |
| Registration by Notification Ark. Code Ann. § 23-42-401. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) | See Registration by Coordination. | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For a complete list, see “Rules of The Arkansas Securities Commissioner, Rule 204.01(C).” |
See Registration by Coordination. | |
| California
Division of Corporations Phone: (916) 445-7205 E-mail: Ask.DFPI@dfpi.ca.gov |
Qualification by Coordination Cal. Corp. Code § 25111, Cal. Code Regs. tit. 10, § 260.111. |
Registration fee of $200 plus 1/5th of 1% of the aggregate value of the securities being offered, subject to a maximum fee of $2,500. See Cal. Corp. Code § 25608(f). | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Copy of the registration statement • Two copies of the prospectus or the registration statement • Copy of the underwriting agreement together with all exhibitsFor complete list, see Cal. Code Regs. tit. 10, § 260.111(a). |
For a list of securities and transaction exempt from registration, including limited offering exemptions, see Cal .Corp. Code §§ 25100 – 25105. |
| Registration by Qualification Cal. Corp. Code §§ 25102(c), 25102(f), 25113, 25121, 25608(h), Cal. Code Regs. tit. 10, § 260.113. |
Registration fee of $200, plus 1/5th of 1% of value up to a maximum aggregate fee of $2,500. If applicable, additional $200 fee in connection with any change in the rights, preferences, privileges, or restrictions of or on outstanding securities See Cal. Corp. Code § 25608(h). |
• Form U-2: Uniform Consent to Service of Process • A copy of Form D • The appropriate filing fee as determined based on the value of securities proposed to be sold, pursuant to the Cal. Corp. Code § 25608(c) • A cover letter specifying that the Form D filing is pursuant to Cal. Corp. Code § 25102(f)For complete list, see Cal Code Regs tit. 10, § 260.113. Forms and Applications – Securities, and “New Filing Requirements for Regulation D Offerings.” |
For a list of securities and transaction exempt from registration, including limited offering exemptions, see Cal. Corp. Code §§ 25102(f), 25102(c). | |
| Registration by Notification Cal. Corp. Code §§ 25112, 25131, 25608(e),(i), Cal. Code Regs. tit. 10, § 260.112. | A fee of $200, plus 1/5th of 1 % of value with a maximum aggregate fee of $2,500
A $100 fee for filing an application for qualification of the sale of securities by notification under Section 25131. See Cal. Corp. Code § 25608(e), (i). |
• Form U-2: Uniform Consent to Service of Process • A copy of Form D • The appropriate filing fee as determined based on the value of securities proposed to be sold, pursuant to the Cal. Corp. Code § 25608(c) • A cover letter specifying that the Form D filing is pursuant to Cal. Corp. Code § 25102(f)For complete list, see Cal. Code Regs. tit. 10, § 260.112, “Forms and Applications – Securities.” |
For a list of securities and transaction exempt from registration, including limited offering exemptions, see Cal. Corp. Code §§ 25102(f), 25102(c). | |
| Small Corporate Offering Registration (SCOR). Cal. Corp. Code §§ 25102(f), 25113(b)(2), 25608(e), Cal. Code Regs. tit. 10, § 260.113.1(a). | Registration Fee: A small company application exceeds the filing fee, an additional fee shall not exceed $1,000, over and above the filing fee based on the costs of the salary or other compensation paid to persons processing the application plus overhead costs reasonably incurred. See Cal. Corp. Code § 25608(e).For Small Company Qualification by Permit, the fee is $2,500, subject to an additional fee of up to $1,000 to cover application processing costs that exceed the base application fee. |
• Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-2: Uniform Consent to Service of Process • A copy of Form D • The appropriate filing fee as determined based on the value of securities proposed to be sold, pursuant to the Cal. Corp. Code § 25608(c) • A cover letter specifying that the Form D filing is pursuant to Cal. Corp. Code § 25102(f)For complete list, see Cal. Code Regs. tit. 10, § 260.113.1(a). |
For a list of securities and transaction exempt from registration, including limited offering exemptions, see Cal. Corp. Code § 25102(f). | |
| Colorado
Department of Regulatory Agencies Division of Securities, Phone: (303) 894-2320 E-mail: dora_SecuritiesWebsite@state.co.us |
Registration by Coordination Colo. Rev. Stat. § 11-51-303; 3 Colo. Code Regs. § 704-1 (see Rule 51-3.1). |
Registration fee of $200 payable to the “Colorado State Treasurer”. See “Securities fees“. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Division of Securities Forms“, 3 Colo. Code Regs. § 704-1 (see Rule 51-3.1.). |
For a list of securities and transactions exempt from registration, see “Registration and Exemptions Filings“, Colo. Rev. Stat. §§ 11-51-307 through 309. |
| Registration by Qualification Colo. Rev. Stat. § 11-51-304; 3 Colo. Code Regs. § 704-1 (see Rule 51-3.2, 3.3.). |
Registration Fees: $100 See “Securities fees“. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) 3 Colo. Code Regs. § 704-1 (see Rule 51-3.2, 3.3.). |
Registration Fees: $100 See “Securities fees“. | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Division of Securities Forms“, 3 Colo. Code Regs. § 704-1 (see Rule 51-3.2, 3.3). |
See Registration by Coordination. | |
| Connecticut
Connecticut Phone: (860) 240-8230 E-mail: |
Registration by Coordination Conn. Agencies Regs. § 36B-31-17A; Conn. Agencies Regs. §§ 36B-31-31A, 31B. |
Registration Fee: 1/10th of 1% of the maximum aggregate offering price of the securities to be offered. A minimum fee of $300, and maximum fee of $1,500.00.
All fees are nonrefundable and payable to “Treasurer, State of Connecticut.” See “Securities Registration, Notice Filing and Exemption Filing Fees Under the Connecticut Uniform Securities Act” and Conn. Agencies Regs. § 36B-31-31B. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Registration of Securities by Coordination“, Conn. Agencies Regs. § 36B-31-31A. |
For a list of securities and transactions exempt from registration. See Conn. Agencies Regs. §§ 36B-31-21a-9 through 21c; Conn. Agencies Regs. § 36B-31-31c; Other Securities Registration Exemptions and Notice Filings“ |
| Registration by Qualification Conn. Agencies Regs. §§ 36B-31-18; 36B-31-31A, 36B-31-31B. |
See Registration by Coordination. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Registration of Securities by Qualification” and Conn. Agencies Regs. § 36B-31-31A. |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Conn. Agencies Regs. §§ 36B-31-18A; 36B-31-31A, 36B-31-31B. |
See Registration by Coordination. | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicableSee “Small Corporate Offering Registration (SCOR)” and Conn. Agencies Regs. § 36B-31-31A. |
See Registration by Coordination. | |
| Delaware
Division of Securities, Phone: (302) 577-8424 E-mail: Investor.Protection@state.de.us |
Registration by Coordination Del Code Ann. tit. 6, § 73-203; CDR 6-200-200 (see PART-D, 400). |
Registration Fee: 1/2 of 1% of the maximum aggregate offering price of the securities to be offered. A minimum fee of $200, and a maximum fee of $1,000. For issuers offering an indefinite amount of shares, the fee is $1,000. See CDR 6-200-200 (PART-D, 404). | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor complete list, see CDR 6-200-200 ( PART-D, 400). |
For a list of securities and transactions exempt from registration, see Del Code Ann. tit. 6, § 73-207; CDR 6-200-200(see PART-E, 500-511). |
| Registration by Qualification Del Code Ann. tit. 6, § 73-204; CDR 6-200-200(see PART-D, 401). |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Florida
Office of Financial Regulation, Division of Securities, Phone: (850) 410-9500 |
Registration by Coordination Fla. Stat. § 517.07, 517.12(3), 517.081(6), 517.051, 517.061. | A non-returnable filing fee of $1,000 per application. Fla. Stat. § 517.081(6). | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable • OFR-S-10-91 Report of Sales of Securities and Use of Proceeds • OFR-S-1-91 Application for Registration of Securities • OFR-S-7-91 Exhibit 1 (General Issue) |
For a list of securities and transactions exempt from registration. See “Division of Securities FAQ“, Fla. Stat. § 517.051. and Fla. Stat. § 517.061. |
| Registration by Qualification Fla. Stat. §§ 517.12(3), 517.081(6), 517.051, 517.061, 517.081(6). |
See Registration by Coordination. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable • OFR-S-10-91 Report of Sales of Securities and Use of Proceeds • OFR-S-14-97 Promotional Shares Escrow Agreement • OFR-S-1-91 Application for Registration of Securities • OFR-S-7-91 Exhibit 1 (General Issue) |
See Registration by Coordination. | |
| Registration by Notification. Fla. Stat. §§ 517.12(3); 517.081(6); 517.051; 517.061; 517.082(2)(d). |
See Registration by Coordination. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable) • OFR-S-3-91 Notification Registration • OFR-S-5-91 Uniform Consent to Service of Process • OFR-S-6-91 Corporate Resolution |
See Registration by Coordination. | |
| SCOR (Small Corporate Offering Registration) Fla. Stat. §§ 517.12(3); 517.081(6); 517.051; 517.061; 517.081(6). |
See Registration by Coordination. | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable • OFR-S-12-97 SCOR (Small Corporate Offering Registration) • OFR-S-10-91 Report of Sales of Securities and Use of Proceeds • OFR-S-1-91 Application for Registration of Securities • OFR-S-7-91 Exhibit 1 (General Issue) |
See Registration by Coordination. | |
| Georgia
Secretary of State E-mail: registrations@sos.ga.gov |
Registration by Coordination Ga. Code Ann. § 10-5-22. |
Registration Fee: 1/20 of 1% of the maximum aggregate offering price of the securities. A minimum fee of $250 and no maximum fee. See ” Securities Forms Ga. Code Ann. §§ 10-5-39; 10-5-21. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Securities Forms.” |
For a list of securities and transactions exempt from registration. See Ga. Code Ann. §§ 10-5-10 through 12; §§ 10-5-30 through 33. |
| Registration by Qualification Ga. Code Ann. § 10-5-23. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) See “Securities Forms.” |
See Registration by Coordination. | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see “Securities Forms.” |
See Registration by Coordination. | |
| Hawaii
Department of Commerce and Consumer Affairs Phone: (808) 586-2744 E-mail: dcca@dcca.hawaii.gov |
Registration by Qualification Haw. Rev. Stat. Ann. § 485A-303. |
Registration Fee: 1/10th of 1% of the aggregate offering price of the securities to be offered. A minimum fee of $250, and a maximum fee of $2,500.00.
Haw. Code R. § 16-39-1 (refer to subsection 103(6)). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see Haw. Code R. § 16-39-1 (refer to section 16-39-104(a)). |
For a list of securities and transactions exempt from registration. See Haw. Code R. § 16-39-1 (refer to Subchapter 2). |
| Small Corporate Offering Registration (SCOR) Haw. Admin. Rules 16-39-350 through 16-39-355 | See Registration by Coordination. | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see Haw. Code R. § 16-39-1(subsections 104(a) and 355). |
See Registration by Coordination. | |
| Idaho
Department of Finance Phone: (208) 332-8004 E-mail: finance@fin.state.id.us |
Registration by Coordination Idaho Code § 30-14-303; Idaho Admin. Code r. 12.01.08.020 see section 01). |
A filing registration statement fee of $300, regardless of the number of shares registered. See Idaho Code § 30-14-305(b) and “Rules Pursuant to the Uniform Securities Act (2004) Rule 40.” |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor complete list, see Idaho Admin. Code r. 12.01.08.020 (see section 01). |
For a list of securities and transactions exempt from registration. See Idaho Code §§ 30-14-201, 202. |
| Registration by Qualification Idaho Code § 30-14-304; Idaho Admin. Code r. 12.01.08.020 (refer to section 02). |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Idaho Admin. Code r. 12.01.08.020 (refer to section 02(c)). |
See Registration by Coordination. | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see Idaho Admin. Code r. 12.01.08.020 (see section 02(c)). |
See Registration by Coordination. | |
| Illinois
Office of the Secretary of State Phone: (312) 793-3384 E-mail: tsolov@ilsos.net |
Registration by Coordination 815 Ill. Comp. Stat. Ann. 5/5(A); Ill. Admin. Code tit. 14, § 130.510. |
A filing fee of 1/20th of 1% of the aggregate offering price of the securities. A minimum fee of $500, and a maximum fee of $2,500.00. See Ill. Admin. Code tit. 14, § 130.110; 815 Ill. Comp. Stat. Ann. 5/11a | • Form U-1: Uniform Application to Register Securities • Ill. Form 4G: Filing of Reports under Section 4GFor complete list, see Ill. Admin. Code tit. 14, § 130.510 and “Securities Publications/Forms“. |
For a list of securities and transactions exempt from registration. See 815 Ill. Comp. Stat. Ann. 5/3 through 5/4. |
| Registration by Qualification 815 Ill. Comp. Stat. Ann. 5/5(B); Ill. Admin. Code tit. 14, § 130.520. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Ill. Admin. Code tit. 14, § 130.525 |
See Registration by Coordination and 14 Ill. Adm. Code 130.110 | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Ill. Form 4G: Filing of Reports under Section 4GFor complete list, see Ill. Admin. Code tit. 14, § 130.525 and “Publications/Forms“. |
See Registration by Coordination. | |
| Indiana
Office of the Secretary of State Phone: (317) 232-6681 E-mail: aglass@sos.in.gov |
Registration by Coordination Ind. Code Ann. § 23-19-3-3 and “Securities: Frequently Asked Questions“. |
A filing fee of .05% of the maximum aggregate offering price of the securities to be offered in the state. A minimum fee of $250 and a maximum fee of $1,000. See Ind. Code Ann. § 23-19-3-5. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable) • Prospectus • Copy of Registration StatementFor complete list, see “Securities: Frequently Asked Questions“. |
For a list of securities and transactions exempt from registration, see Ind. Code Ann. §§ 23-19-2-1; 23-19-2-2. |
| Registration by Qualification Ind. Code Ann. § 23-19-3-4 and here. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) | See Registration by Coordination. | • Form U-7: (SCOR Form) Small Corporate Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable) • Prospectus • Copy of Registration StatementFor complete list, see “Securities: Frequently Asked Questions.” |
See Registration by Coordination. | |
| Iowa
Iowa Securities Bureau Phone: (515) 281-4441 E-mail: iowasec@iid.state.ia.us |
Registration by Coordination Iowa Code § 502.303. |
1/10th of 1% of the aggregate offering price of the securities to be offered in the state. A minimum fee of $50, and a maximum fee of $1,000. See, Iowa Code § 502.305 and “Chapter 502 Uniform Securities Act.” |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable) For complete list, see Iowa Code § 502.303. |
For a list of securities and transactions exempt from registration, see Iowa Code §§ 502.201, 202. |
| Registration by Qualification Iowa Code § 502.304. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| “Streamlined” Registration by Coordination Sec. Bur. Rules 191-50.92. | See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Kansas
Office of the Securities Commissioner E-mail: securities@state.ks.us |
Registration by Coordination Kan. Stat. Ann. § 17-12 (A) (303); Kan. Admin. Regs. § 81-4-1. |
.05% of the maximum aggregate offering price at which the securities are to be offered in this state. A minimum fee of $100 and maximum fee of $1,500. See Kan. Admin. Regs. § 81-4-1(a)(5). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution (if applicable)For complete list, see Kan. Admin. Regs. § 81-4-1(a). |
For a list of securities and transactions exempt from registration. See Kan. Stat. Ann. §§ 17-12A,201; 12A,202; 12A,205. |
| Registration by Qualification Kan. Stat. Ann. § 17-12a,304; Kan. Admin. Regs. § 81-4-1. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Kan. Admin. Regs. § 81-4-2. |
See Registration by Coordination. | • Form U-7: Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Forms U-2A: Uniform Corporate Resolutions For complete list, see Kan. Admin. Regs. §§ 81-4-1(a); 81-4-2 |
See Registration by Coordination. | |
| Kentucky
Department of Financial Institutions Phone: (502) 573-3390 E-mail: kfi@ky.gov |
Registration by Coordination Ky. Rev. Stat. § 292.360. |
3/15th of 1% of the aggregate offering price of the securities which are to be offered in this state. A minimum fee of $ 60, and a maximum fee of $1,200. Plus, an examination fee of $125. See Ky. Rev. Stat. § 292.380(5). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Forms U-2A: Uniform Corporate ResolutionsFor a complete list, see Ky. Rev. Stat. §§ 292.360(2), 292.350(2); 808 Ky. Admin. Regs. 10:010. |
For a list of securities and transactions exempt from registration, see Ky. Rev. Stat. §§ 292.400; 292.410. |
| Registration by Qualification Ky. Rev. Stat. § 292.370. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Registration by Notification Ky. Rev. Stat. § 292.350. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) 808 Ky. Admin. Regs. 10:280. |
See Registration by Coordination. | • Form U-7: Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see 808 Ky. Admin. Regs. 10:280; 808 Ky. Admin. Regs. 10:010. |
See Registration by Coordination. | |
| Louisiana
Office of Financial Institutions Securities Division Phone: (504) 925-4660 E-mail: lriviere@ofi.la.gov rreeves@ofi.la.gov |
Registration by Qualification La. Rev. Stat. Ann. § 51:705(B); La. Admin. Code tit.10 § XIII.117(B). |
Filing Fees: A fee of 1/10th of 1% of the aggregate price of the securities to be registered and offered to be sold in this state. A minimum fee of $50 and maximum fee of $1,000. Plus, a $100 fee for expenses. Check payable to the “Commissioner of Securities”. See La. Admin. Code tit.10 § XIII.117(B) and “Registration of Securities Offerings.” |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form D: Notice of Sale of Securities • Prospectus • Registration StatementFor a complete list, see La. Rev. Stat. Ann. § 51:705(B), “Registration of Securities Offerings” and “Forms.” |
For a list of securities and transactions exempt from registration. See La. Rev. Stat. Ann. §§ 51:708; 51:709. |
| Registration by Notification La. Rev. Stat. Ann. § 51:705(D); La. Admin. Code tit.10 § XIII.115(B). |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) La. Rev. Stat. Ann. § 51:705(E). |
See Registration by Coordination. | • Form U-7: (SCOR) Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Prospectus • Registration StatementFor a complete list, see La. Rev. Stat. Ann. § 51:705(E). |
See Registration by Coordination. | |
| Maine
Department of Professional and Financial Regulation Phone: (207) 624-8551 E-mail: judith.m.shaw@maine.gov |
Registration by Coordination Me. Rev. Stat. tit. 32, § 16303. |
A filing fee of $1,000 for each type or class of security offered. See Me. Rev. Stat. tit. 32, §§ 16305(2); 16410 and “Securities Registration and Exemption Filings.” |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Forms U-2A: Uniform Corporate ResolutionsFor a complete list, see Me. Rev. Stat. tit. 32, § 16303 and “Forms -Securities Registrations, Notifications, and Exemptions“. |
For a list of securities and transactions exempt from registration. See Me. Rev. Stat. tit. 32, §§ 16201; 16202. |
| Registration by Qualification Me. Rev. Stat. tit. 32, § 16304. |
$1000 per class or type of security being offered in Maine. However, if the amount being raised, both in-state and out-of-state, is less than $1,000,000, then the registration fee is $300. | See Registration by Coordination. For a complete list, see Me. Rev. Stat. tit. 32, § 16304; See “Forms -Securities Registrations, Notifications, and Exemptions.” |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) | A filing fee is $300.00 per type of security. Checks should be made payable to the Treasurer, State of Maine. See Me. Rev. Stat. tit. 32, §§ 16305(2), 16410 and “Securities Registration and Exemption Filings.” |
• Form U-7: (SCOR) Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Forms U-2A: Uniform Corporate ResolutionsFor a complete list, see “Small Company Offering Registration,” “Forms -Securities Registrations, Notifications, and Exemptions,” and “SCOR Form.” |
See Registration by Coordination. | |
| Maryland
Office of the Attorney General Phone: (410) 576-6360 E-mail: securities@oag.state.md.us Website: |
Registration by Coordination Md. Code Ann., Corps. & Ass’ns § 11-503. |
A fee of 1/10th of 1% of the maximum aggregate offering price at which the securities are to be offered in this State. A minimum fee of $500 and a maximum fee of $1,500. See Md. Code Regs. 02.02.01.07; See Md. Code Regs. 02.02.01.07; Md. Code Ann., Corps. & Ass’ns § 11-506(a). | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see Md. Code Regs. 02.02.03.02, Md. Code Ann., Corps. & Ass’ns § 11-503 and “Maryland Securities Forms“. |
For a list of securities and transactions exempt from registration.
See Md. Code Ann., Corps. & Ass’ns §§ 11-601, 602 and 506(b). |
| Registration by Qualification Md. Code Ann., Corps. & Ass’ns § 11-504. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Registration by Notification Md. Code Ann., Corps. & Ass’ns § 11-502. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Md. Code Regs. 02.02.03.12. |
See Registration by Coordination. | • Form U-7: (SCOR) Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see Md. Code Regs. 02.02.03.12 and “Maryland Securities Forms.” |
See Registration by Coordination. | |
| Massachusetts
Secretary of the Commonwealth Phone: (617) 727-3548 E-mail: securities@sec.state.ma.us |
Registration by Coordination Mass. Ann. Laws ch. 110A, § 302; 950 Mass. Code Regs. 13.302. |
A fee of 1/20th of 1% of the aggregate amount of the offering. A minimum fee of $300 and a maximum fee of $1,500.
See “Registration fee” and 950 Mass. Code Regs. 14.412(A)(8). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Forms U-2A: Uniform Corporate ResolutionsFor a complete list, see 950 Mass. Code Regs.14.412; 950 Mass. Code Regs. 13.302; Mass. Ann. Laws ch. 110A, § 303. |
For a list of securities and transactions exempt from registration, see Mass. Ann. Laws ch. 110A, § 402. |
| Registration by Qualification Mass. Ann. Laws ch. 110A, § 303; 950 Mass. Code Regs. 13.303. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Mass. Ann. Laws ch. 110A, § 303(3) |
See Registration by Coordination. | • Form U-1: Uniform Application to Register Securities
• Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution • Form U-7: Small Corporate Offering Registration Form |
See Registration by Coordination. | |
| Michigan
Department of Licensing and Regulatory Affairs Phone: (517) 241-5237 E-mail: LARA-CSCL-Securities-Audit@michigan.gov |
Registration by Coordination Mich. Comp. Laws Serv. § 451.2303. |
A fee of 1/10th of 1% of the aggregate offering price at which the registered securities are to be offered in the state. A minimum fee of $100.00 and a maximum fee of $1,250. See Mich. Comp. Laws Serv. §§ 451.2305(2), 2202a(7) and “Michigan Uniform Securities Act Small Business Capital Formation: Options and Requirements for Issuers.” |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see Mich. Comp.Laws Serv. § 451.2301, Mich. Comp.Laws Serv. §§ 451.2301, 2303, 2611, “Michigan Uniform Securities Act Small Business Capital Formation: Options and Requirements for Issuers” and “Products/Securities Offerings.” |
For a list of securities and transactions exempt from registration. See Mich. Comp. Laws Serv. §§ 451.2201, 2202. |
| Registration by Qualification Mich. Comp. Laws Serv. § 451.2304; Mich. Admin. Code r. 451.704.1; 451.704.2. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Mich. Admin. Code r. 451.803.11. |
See Registration by Coordination. | • Form U-7: (SCOR) Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see Mich. Admin. Code r. 451.803.11. |
See Registration by Coordination. | |
| Minnesota
Department of Commerce Phone: (651) 296-4973 E-mail: securities.commerce@state.mn.us |
Registration by Coordination Minn. Stat. Ann. §§ 80A.51, 53. |
A fee of $100 plus 1/10th of 1% of the maximum aggregate offering price at which the securities are to be offered in the state. Maximum fee of $300. See Minn. Stat. Ann. § 80A.65. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Copy of prospectus • Copy of articles of incorporation and bylaws • Copy of agreement among underwriters • Copies of any other information requested by the administratorFor a complete list, see Minn. Stat. § 80A.51 (b); Minn. R. 2876.3042; 3040. |
For a list of securities and transactions exempt from registration, see Minn. Stat. Ann. §§ 80A.45, 46 “Securities Registration Exemptions.” |
| Registration by Qualification Minn. Stat. Ann. §§ 80A.52, 53; Minn. R. 2876.3040. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Minn. Stat. Ann. § 80A.50; Minn. R. 2876.3021. |
See Registration by Coordination. | • Form U-7: (SCOR) Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see Minn. R. 2876.3021; Minn. Stat. Ann. § 80A.50. |
See Registration by Coordination. | |
| Mississippi
Secretary of State’s Office Phone: 1-800-804-6364 Email: administrator@sos.state.ms.us |
Registration by Coordination Miss. Code Ann. § 75-71-303; 01-000 Miss. Code R. § 140.1.1 (see Rule 2.01, 4.03). |
An initial fee of $1,000, and re-registration fee of $1,000 annually. See Miss. Code Ann. § 75-71-310; 01-000 Miss. Code R. § 140.1.1 (refer to Rule 4.03) “Fee Schedule“ |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see 01-000 Miss. Code R. § 140.1.1 ( refer to Rule 2.19). |
For a list of securities and transactions exempt from registration. See Miss. Code Ann. §§ 75-71-201, 202. |
| Registration by Qualification Miss. Code Ann. § 75-71-304; 01-000 Miss. Code R. § 140.1.1 (refer to Rule 2.3, 4.03). |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Missouri
Office of the Missouri Secretary of State Phone: (573) 751-4136 E-mail: securities@sos.mo.gov |
Registration by Coordination Mo. Rev. Stat. § 409.3-303; Mo. Code Regs. Ann. tit. 15, § 30-52.015. |
A filing fee of $100. Plus, each person shall pay a registration fee equal to 1/20th of 1% of the amount registered in Missouri, with a maximum fee of $900. A registration statement renewal fee of $100. See Mo. Rev. Stat. § 409.3-305(b); Mo. Code Regs. Ann. tit. 15, § 30-50.030(2). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see Mo. Code Regs. Ann. tit. 15, § 30-50.040(B). |
For a list of securities and transactions exempt from registration. Mo. Rev. Stat. §§ 409.2-201, 202, 203. |
| Registration by Qualification Mo. Rev. Stat. § 409.3-304; Mo. Code Regs. Ann. tit. 15, § 30-52.015. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Montana
Commissioner of Securities and Insurance, Securities Department Phone: (406)444-2040 E-mail: legan@mt.gov |
Registration by Coordination Mont. Code Ann. § 30-10-204. |
A fee of $200 for the first $100,000 of initial issue or portion of the first $100,000, plus 1/10th of 1% for any excess over $100,000, with a maximum fee of $1,000. See Mont. Code Ann. § 30-10-209(1)(a). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see “Securities Department Forms.” |
For a list of securities and transactions exempt from registration. Mont. Code Ann. §§ 30-10-104; 105 |
| Registration by Qualification Mont. Code Ann. § 30-10-205. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Registration by Notification Mont. Code Ann. § 30-10-203. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Nebraska
Department of Banking & Finance, Bureau of Securities Phone: (402) 471-3445 |
Registration by Coordination Neb. Rev. Stat. Ann § 8-1106. |
A fee of 1/10th of 1% of the aggregate offering price of the securities, a minimum filing fee of $100. See Neb. Rev. Stat. Ann § 8-1108(3). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see Neb. Rev. Stat. Ann § 8-1106 and “Securities Forms.” |
For a list of securities and transactions exempt from registration, see Neb. Rev. Stat. Ann §§ 8-1110; 1111 |
| Registration by Qualification Neb. Rev. Stat. Ann § 8-1107. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Nevada
Office of the Secretary of State Phone: (702) 486-2440 E-mail: nvsec@sos.state.nv.gov |
Registration by Coordination Nev. Rev. Stat. Ann. § 90.480; NAC 90.440 et seq. |
Filing fee of 0.2% of the maximum aggregate offering price at which the registered securities are to be offered in this state. A minimum fee of $700 and a maximum fee of $5,000. Nev. Rev. Stat. Ann. § 90.500(2). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable For a complete list, see Nev. Rev. Stat. Ann. §§ 90.480, 490 and “Securities Forms.” |
For a list of securities and transactions exempt from registration. Nev. Rev. Stat. Ann. §§ 90.520, 530; NAC 90.495 et seq. |
| Registration by Qualification Nev. Rev. Stat. Ann. § 90.490; NAC 90.460 |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR)
See Small Corporate Offering Registration (SCOR); Nev. Rev. Stat. Ann. § 90.490.; NAC 90.460 |
Filing fee of 0.2% of the maximum aggregate offering price at which the registered securities are to be offered in this state. A minimum fee of $700 and a maximum fee of $2,000. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable• Form U-7: Small Company Offering Registration FormFor a complete list, see SCOR Informational Packet |
See SCOR Informational Packet | |
| New Hampshire
Bureau of Securities Regulation Phone: (603) 271-1463 E-mail: Securities@sos.nh.gov |
Registration by Coordination N.H. Rev. Stat. Ann. § 421-B:3-303. |
Registration fee: 2/10th of 1% of the offering value of the securities offered in the registration statement. A maximum fee of $1,050. Plus a $200 non-refundable examination fee. See N.H. Rev. Stat. Ann. § 421-B:6-614 “Fee Schedule“. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see “Forms” and N.H. Rev. Stat. Ann. § 421-B:3-303. |
For a list of securities and transactions exempt from registration. N.H. Rev. Stat. Ann. §§ 421-B:2-201; N.H. Rev. Stat. Ann. § 421-B:2-202. |
| Registration by Qualification N.H. Rev. Stat. Ann. § 421-B:3-304. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| New Jersey
Department of Law & Public Safety Phone: (973) 504-3600 E-mail: askbureauofsecurities@dca.lps.state.nj.us |
Registration by Coordination N.J. Stat. § 49:3-61.1; N.J.A.C. 13:47A-10.2. |
• $3,000
See, “Fees“ |
• Form U-1: Uniform Application to Register Securities (with New Jersey Addendum (N.J.A.C. 13:47A-10, Appx. A) – NJBOS Form 3 – call the Bureau of Securities for a copy) • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see N.J.A.C. 13:47A-10.2, N.J.A.C. 13:47A-10.3, N.J.A.C. 13:47A-10.4 and “Uniform Securities Industry Forms.” |
For a list of securities and transactions exempt from registration. N.J. Stat. § 49:3-50; N.J.A.C. 13:47A-12.1 et seq. |
| Registration by Qualification N.J. Stat. § 49:3-61; N.J.A.C. 13:47A-10.3. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Registration by Notification N.J. Stat. § 49:3-61.2; N.J. Admin. Code § 13:47A-10.4. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Company Offering Registration (SCOR)
NJBOS Instruction 3; N.J. Stat. § 49:3-61; N.J.A.C. 13:47A-10.3 |
See Registration by Coordination | • Form U-1: Uniform Application to Register Securities (with New Jersey Addendum (N.J.A.C. 13:47A-10, Appx. A) – NJBOS Form 3 – call the Bureau of Securities for a copy) • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable• Form U-7: Small Company Offering Registration Form• For a complete list, see N.J.A.C. 13:47A-10.2, N.J.A.C. 13:47A-10.3, N.J.A.C. 13:47A-10.4 and “Uniform Securities Industry Forms.” |
See Registration by Coordination | |
| New Mexico
Regulation and Licensing Department Phone: (505) 827-7140 E-mail: rldsd@state.mn.us nona.lane@state.nm.us |
Registration by Coordination N.M. Stat. Ann. § 58-13C-303. |
A registration fee of 1/10th of 1% of aggregated amount of securities to be offered in New Mexico. A minimum $525 and a maximum of $2,500. See N.M. Stat. Ann. § 58-13C-305 (B). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see N.M. Code R. § 12.11.16.8, “Forms & Fees” and “Securities Division“. |
For a list of securities and transactions exempt from registration, see N.M. Stat. Ann. § 58-13C-201; N.M. Stat. Ann. § 58-13C-202 See also See also N.M. Code R. §§ 12.11.11.2; 12.11.12.2. |
| Registration by Qualification N.M. Stat. Ann. § 58-13C-304. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) N.M. Code R. § 12.11.10.10(D). |
See Registration by Coordination. | • Form U-7: (SCOR) Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see N.M. Code R. §§ 12.11.16.8; 12.11.10.11, “Forms & Fees” and “Securities Division.” |
See Registration by Coordination. | |
| New York
Investor Protection Bureau, Phone: (212) 416-8222 E-mail: None listed |
General securities offerings NY CLS Gen Bus § 359-e. |
A fee of $300 for an offering of up to $500,000; A fee of $1,200 for an offering of over $500,000;
Additional fees: • Form U-2 $35 fee, • $75 for each NYS State Notice • $75 for each Further State Notice. See “Broker-Dealer and Securities Registration Information Sheet” and N.Y. Gen. Bus. Law § 359-e(5). |
• Form U-2: Uniform Consent to Service of Process • NYS Form M-11NYS State Notice and Further State Notice combined form (offerings sold by registered broker-dealers on a firm commitment basis need only a Further State Notice filed by the underwriter or issuer)For a complete list, see “Broker-Dealer and Securities Registration Information Sheet, NY CLS Gen Bus § 359-e and “NYS Forms.” |
For a list of securities and transactions exempt from registration pursuant to N.Y. Gen. Bus. Law § 359-f, see. See also “§359-f(2) Exemption Instruction Sheet” and “Forms.” |
| North Carolina
Department of the Secretary of State, Phone: (919) 733-3924 or (800) 688-4507 E-mail: secdiv@sosnc.gov |
Registration by Coordination N.C. Gen. Stat. § 78A-26;18 N.C. Admin. Code 6A.1302 |
$2,000. See “FAQ” and 18 N.C. Admin. Code 6A.1304 | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate ResolutionFor a complete list, see “FAQ” and 18 N.C. Admin. Code 6A.1302. |
For a list of securities and transactions exempt from registration, see N.C. Gen. Stat. § 78A-16; N.C. Gen. Stat. § 78A-17; 18 N.C. Admin. Code 6A.1202 through 1218; 6A.1213. |
| Registration by Qualification 18 N.C. Admin. Code 6A.1303; N.C. Gen. Stat. § 78A-27. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Registration by Notification N.C. Gen. Stat. § 78A-25; 18 N.C. Admin. Code 6A.1301. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) N.C. Gen. Stat. § 78A-24. |
See Registration by Coordination. | • Form U-7: Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution For a complete list, see N.C. Gen. Stat. § 78A-24 and “FAQ“. |
See Registration by Coordination. | |
| North Dakota
North Dakota Phone: (701) 328-2910 E-mail: seccom@state.nd.us |
Registration by Qualification N.D. Cent. Code, § 10-04-08. |
A fee of 1/10th of 1% of the aggregate amount of each security to be registered. A minimum fee of $150 and a maximum fee of $2,500. A yearly renewal fee of $150. N.D. Cent. Code, § 10-04-08(2). |
• Form U-4 : Uniform Application for Securities Industry Registration or Transfer • From BD: Securities Dealer • Form NF: Notice of Filing for Mutual Funds • ND Form Affidavit of Broker-Dealer ActivityFor a complete list, see “Broker Dealers and Agents” and “Form U-4 Instructions“; N.D. Cent. Code, § 10-04-08(1). |
For a list of securities and transactions exempt from registration, see N.D. Cent. Code, §§ 10-04-05, 10-04-06. |
| Ohio
Division of Securities Phone: (614) 644-7381 E-mail: securitiesgeneral.questions@com.state.oh.us |
Registration by Coordination Ohio Rev. Code Ann. § 1707.091; Ohio Admin Code 1301:6-3-09.1. |
Registration fee of 1/10th of 1% cent of the aggregate price at which the securities are to be sold to the public in the state ranging from $100 to $1000. Plus a filing fee of $100. See “An Introduction to Ohio Securities Laws” and Ohio Rev. Code Ann. § 1707.09(f); Ohio Rev. Code Ann. § 1707.09(g)(2). |
• OH Form 3-Q Report of Sale of Securities • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution • Copy of Articles of Incorporation or Bylaws • Copy of agreement with or among underwriters • Copy of instrument governing the securities • Copy of the securities registrationFor a complete list, see Ohio Admin. Code 1301:6-3-09.1 and “Registration Forms“. |
For a list of securities and transactions exempt from registration, see Ohio Rev. Code Ann. §§ 1707.02, .03; Ohio Admin Code 1301:6-3-02, 03. |
| Registration by Qualification Ohio Rev. Code Ann. § 1707.091;and Ohio Admin Code 1301:6-3-09. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Registration by Description Ohio Rev. Code Ann. 1707.08; Ohio Admin. Code 1301:6-3-08. |
Filing fee dependent on division (see applicable form for fee) plus an addition $50 fee for an offering exceeding $50,000. See Ohio Rev. Code Ann. 1707.08(D). |
Forms dependent on description division: • OH Division Form 6(A)(1): • OH Division Form 6(A)(2) • OH Division Form 6(A)(3) • OH Division Form 6(A)(4)For a complete list, see Ohio Admin. Code 1301:6-3-06(A) and “Registration Forms.” |
See Registration by Coordination. | |
| Oklahoma
Oklahoma Phone: (405) 280-7700 E-mail: general@securities.state.ok.us |
Registration by Coordination Okla. Stat. tit. 71, § 1-303; Okla. Admin. Code § 660:11-9-11. |
Examination fee of $200, plus 1/10th of 1% of security, and a minimum fee of $200 and a maximum fee of $2,500. Okla. Stat. tit. 71, § 1-612(B). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution • Copy of prospectus • Copy of articles of incorporation or bylaws • Copy of instrument governing the securitiesFor a complete list, see Okla. Stat. tit. 71, § 1-303(B) and Oklahoma “Corporate Finance Form“. |
For a list of securities and transactions exempt from registration. Okla. Stat. tit. 71, § 1-201; Okla. Stat. tit. 71, § 1-202. |
| Registration by Qualification Okla. Stat. tit. 71, § 1-304. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Oregon
Department of Consumer & Business Services Phone: (503) 378-4140 E-mail: dfcsmail@state.or.us |
Registration by Multijurisdictional Coordination Or. Admin. R. 441-065-0035. |
For initial registration, a fee of 1/10th of 1% of the amount offered in Oregon, with a minimum fee of $200 and a maximum fee of $1,500. See Or. Admin. R. 441-065-0001 (1). |
• Form U-1: Uniform Application to Register Securities
For a complete list, see Or. Admin. R. 441-065-0020; Or. Admin. R. 441-065-0225; Application, Forms, and Reports. |
For a list of securities and transactions exempt from registration, see Or. Admin. R. 441-025-0005 et seq.; Or. Admin. R. 441-035-0005 et seq. |
| Registration by Qualification Or. Admin. R. 441-065-0020. |
For initial registration, a fee of 1/10th of 1% of the amount offered in Oregon, with a minimum fee of $ 200 and a maximum fee of $ 1,500. See Or. Admin. R. 441-065-0001 (1). |
• Form U-1: Uniform Application to Register Securities • FINRA Form U-4: Uniform Application for Securities Industry Registration or Transfer (for each salesperson, if no broker-dealer involved)For a complete list, see Or. Admin. R. 441-065-0020; Or. Admin. R. 441-065-0225; Application, Forms, and Reports. |
See Registration by Multijurisdictional Coordination | |
| Registration by Filing OAR 441-065-0030 |
For initial registration, a fee of 1/10th of 1% of the amount offered in Oregon, with a minimum fee of $ 200 and a maximum fee of $ 1,500. See Or. Admin. R. 441-065-0001 (1). |
• Form U-1: Uniform Application to Register Securities
For a complete list, see Or. Admin. R. 441-065-0020; Or. Admin. R. 441-065-0225; Application, Forms, and Reports |
See Registration by Multijurisdictional Coordination | |
| Small Corporate offering registration (SCOR) Or. Admin. R. 441-065-0225. |
See Registration by Coordination. | • FINRA Form U-4: Uniform Application for Securities Industry Registration or Transfer (for each salesperson, if no broker-dealer involved) • For complete list, see Or. Admin. R. 441-065-0225 and Application, Forms, and Reports. |
See Registration by Multijurisdictional Coordination | |
| Pennsylvania
Pennsylvania Department of Banking and Securities Phone: (717) 787-2665 |
Registration by Coordination 70 Pa. Stat. Ann. § 1-205. 10 Pa. Code § 205.021. |
Filing Fee: $750 if total price of the securities is less than $10,000,000 and $1,000 for more than $10,000,000. 70 Pa. Stat. Ann. § 1-602(b.1)(ii).For exemption filing fees for various securities, see 70 Pa. Stat. Ann. § 1-602. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Pennsylvania Form R • Registration Statement • Two copies of prospectus • Copy of articles of incorporation or bylawsFor a complete list, see Offerings;10 Pa. Code § 205.021(; 70 Pa. Stat. Ann. § 1-205 |
For a list of securities and transactions exempt from registration, see 70 Pa. Stat. Ann. §§ 1-202; 203 and Chapters 202, 203, and 204 of Title 10 of the Pennsylvania Administrative Code (10 Pa. Code § 202.010 et seq., 10 Pa. Code § 203.011 et seq., and 10 Pa. Code § 204.010 et seq.) |
| Registration by Qualification 70 Pa. Stat. Ann. § 1-206. 10 Pa. Code § 206.010 |
Filing fee of $500, plus 1/20th of 1% of the maximum aggregate offering price of securities are to be offered, maximum filing fee of $3,000 70 Pa. Stat. Ann. § 1-602(b.1)(iii). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • PA Form R: Supplement form • Copy of articles of incorporation or bylaws • Copy of registration Statement • Two copies of prospectusFor a complete list, see 10 Pa. Code § 206.010. |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) 5. Section 206 of the Pennsylvania Securities Commission Compendium (3rd Ed.). |
See Registration by Coordination or Registration by Qualification, as applicable. | • Form U-7: Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Copy of articles of incorporation or bylaws • Copy of registration Statement • Two copies of the prospectusFor a complete list, see 70 Pa. Stat. Ann. § 1-207; see also Section 206 of the Pennsylvania Securities Commission Compendium (3rd Ed.) and “Forms and Filing Fees” “Forms and Filing Fees” |
See Registration by Coordination. | |
| Rhode Island
Department of Business Regulation Phone: (401) 222-3048 E-mail: secdiv@dbr.state.ri.us |
Registration by Coordination R.I. Gen. Laws § 7-11-303. |
Filing Fee: Nonrefundable fee of 1/10th of one 1% of the maximum aggregate offering price of the securities. A minimum fee of $300 and a maximum fee of $1,000. | • Form U-1 Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see 230 RICR 050-05-3. |
For a list of securities and transactions exempt from registration, see R.I. Gen. Laws § 7-11-401; R.I. Gen. Laws § 7-11-402. See also 230 RICR 050-05-3 (Sections 3.13 to 3.15). |
| Registration by Qualification R.I. Gen. Laws § 7-11-304. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Registration by Filing | See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Uniform Limited Offering Registration (ULOR) R.I. Gen. Laws § 7-11-304(C); 230 RICR 050-05-3 (Section 3.5). | See Registration by Coordination. | • Form U-7: Small Company Offering Registration • Form U-1 Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see 230 RICR 050-05-3. |
See Registration by Coordination. | |
| South Carolina
Office of the Attorney General, Phone: (803) 734- 9916 E-mail: agsecurities@ag.state.sc.us |
Registration by Coordination S.C. Code Ann. § 35-1-303. |
Registration fee $500 See Registration S.C. Code Ann. § 35-1-702. |
• Form U-1 Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Copy of articles of incorporation or bylaws • Copy of prospectusFor a complete list, see S.C. Code Ann. § 35-1-303; S.C. Code Ann. § 35-1-305. See also “Registration“. |
For a list of securities and transactions exempt from registration, see S.C. Code Ann. § 35-1-201 et seq.; ; S.C. Code Regs. 13-202 et seq. |
| Registration by Qualification S.C. Code Ann. § 35-1-304; S.C. Code Regs. 13-302. | See Registration by Coordination. | See Registration by Coordination.
For a complete list, see S.C. Code Ann. § 35-1-304 |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) S.C. Code Ann. § 35-1-304(b)(17). |
See Registration by Coordination. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-7 Small Company Offering Registration • Copy of balance sheetFor a complete list, see S.C. Code Ann. § 35-1-304(b)(17). |
See Registration by Coordination. | |
| South Dakota
Dept. Labor And Regulation, Division of Securities Phone: 605.773.3563 (ask for Securities) |
Registration by Coordination S.D. Codified Laws § 47-31B-303; ARSD 20:08:04:114 |
Filing fee of $1 per thousand on first $500,000 of the total price of the securities. For offerings over $500,000, the fee is $500 plus $.75 per thousand of the offering price. The minimum fee is $100 and maximum fee is $2,000. See S.D. Codified Laws § 47-31B-305(b). |
• Form U-1 Uniform Application to Register Securities • Form U-2 Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see Forms and Related Resources. |
For a list of securities and transactions exempt from registration, see S.D. Codified Laws §§ 47-31B-201; 202. |
| Registration by Qualification S.D. Codified Laws § 47-31B-304; ARSD 20:08:04:115. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Tennessee
Department of Commerce & Insurance Phone: (615) 741-2947 E-mail: securities.1@state.tn.us |
Registration by Coordination Tenn. Code Ann. § 48-1-105; ARSD 20:08:04:115. |
Filing fee: 1/10th of 1% of the maximum aggregate offering price at which the registered securities are to be offered in the state. A minimum fee of $300 and maximum fee of $1,000. See Tenn. Code Ann. § 48-1-107(b). |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see Tenn. Comp. R. & Regs. 0780-04-02-.01 and Filing Instructions and Forms. |
For a list of securities and transactions exempt from registration, see Tenn. Code Ann. § 48-1-103 |
| Registration by Qualification Tenn. Code Ann. § 48-1-106. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Texas
State Securities Board USPS mail should be sent to: Phone: (512) 305-8301 |
Registration by Coordination Tex. Gov’t Code § 4003.101 et seq. 7 TAC § 113.2 |
Filing Fee: $100 plus an examination fee of 1/10th of 1% of the aggregate amount of securities proposed to be sold in Texas. Tex. Gov’t Code § 4006.001 ; Tex. Gov’t Code § 4006.055. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see 7 TAC § 133.33 and Texas State Securities list of Uniform Forms. |
For a list of securities and transactions exempt from registration, see Tex. Gov’t Code § 4005.001 et seq. See also 7 TAC § 111.2. |
| Registration by Notification Tex. Gov’t Code § 4003.051 et seq. |
See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Registration by Qualification | See Registration by Coordination. | See Registration by Coordination. | See Registration by Coordination. | |
| Small Company Offerings Registration (SCOR) | See Registration by Coordination. | • Form U-7: Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable |
See Registration by Coordination. | |
| Utah
Division of Securities 160 East 300 South, 2nd Floor Phone: (801) 530-6600 E-mail: securities@utah.gov |
Registration by Coordination Utah Code Ann. § 61-1-9; U.A.C. R164-9-1 et seq. |
Filing fee of $300 See Registration by Coordination.” |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see U.A.C. R164-9-1 et seq.; also see “Registration by Coordination“ |
For a list of securities and transactions exempt from registration, see Utah Code Ann. § 61-1-14; U.A.C. R164-14-1e et seq.; “Exemption Details” and “Exemption Table“ |
| Registration by Qualification Utah Code Ann. § 61-1-10; U.A.C. R164-10-2 |
Filing fee of $300 See Registration by Qualification.” |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable • Form 10-2-1: State of Utah Application for Registration by Qualification • Form 10-2-1A: State of Utah Closing Report: Registration by QualificationFor a complete list, see U.A.C. R164-10-2;” Registration by Qualification.” |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Utah Code Ann. § 61-1-10; U.A.C. R164-10-2(E)(3) |
See Registration Qualification. | • Form U-7: Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see U.A.C. R164-10-2(E)(3); “Registration by Qualification“ |
See Registration by Coordination. | |
| Vermont
Department of Department of Financial Regulation Securities Division Phone: (802) 828-3420 E-mail: dfr.securitiesinfo@vermont.gov |
Registration by Coordination 9 V.S.A. § 5303; CVR 21-030-001 (V.S.R. § 4-1). |
Filing fee: $ 600 9 V.S.A. § 5305 |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see CVR 21-030-001 (V.S.R. § 4-1). |
For a list of securities and transactions exempt from registration, see see 9 V.S.A. § 5201, 5202 See also 21-030-001 Vt. Code R. § 1 (see CVR 21-030-001 (V.S.R. § 5) and 9 V.S.A. § 5305 |
| Registration by Qualification 9 V.S.A. § 5304. |
Filing fee: $ 600 9 V.S.A. § 5305. |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see CVR 21-030-001 (V.S.R. § 4-1). |
See Registration by Coordination. | |
| Small Company Offering Registration (SCOR) CVR 21-030-001 (V.S.R. § 4-2). |
Filing fee: $600 21-030-001 9 V.S.A. § 5305; CVR 21-030-001 (V.S.R. § 4-2) |
• Form U-7 Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see CVR 21-030-001 (V.S.R. § 4-2). |
See Registration by Coordination. | |
| Virginia
Virginia State Corporation Commission Mail: Division of Securities & Retail Franchising Phone: (804) 371-9051 1-800-552-7945 E-mail: SRF_Examination@scc.virginia.gov |
Registration by Coordination Va. Code Ann. § 13.1-509. |
Filing Fee: 1/20 of 1% of the aggregate amount. A minimum fee of $200 and a maximum fee of $700. Payable to “Treasurer of Virginia”. See Va. Code Ann. § 13.1-509 (b). |
• Form U-1: Uniform Application to Register Securities
For a complete list, see Securities Registration/Renewal/Exemptions. |
For a list of securities and transactions exempt from registration, see Va. Code Ann. § 13.1-514 and “Securities Registration/Renewal/Exemptions.” |
| Registration by Qualification Va. Code Ann. § 13.1-510. |
Filling fee of 1/10th of 1% of the maximum aggregate offering price in this commonwealth with a minimum fee of $250 and a maximum fee of $500 Va. Code Ann. § 13.1-510 (c). |
• Form S.A. 8: Virginia Registration by Qualification or • Form U-1: Uniform Application to Register SecuritiesFor a complete list, see Securities Registration/Renewal/Exemptions. |
See Registration by Coordination. | |
| Registration by Notification Va. Code Ann. § 13.1-508. |
Filing Fee: 1/20th of 1% of the aggregate amount. A minimum fee of $100 and a maximum fee of $250. | • Form S.A. 4: Original Issuer or Form S.A. 5: Non-Issuer Distribution
For a complete list, see Securities Registration/Renewal/Exemptions |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) 21 VAC 5-30-80(9).SCOR offerings may be registered by Qualification. See “Securities Registration/Renewal/Exemptions“. |
See Registration by Qualification. | • Form U-7: Small Company Offering Registration • Form U-1: Uniform Application to Register SecuritiesFor a complete list, see Securities Registration/Renewal/Exemptions. |
See Registration by Coordination. | |
| Washington
Department of Financial Institutions Mail Address: PO Box 9033 Olympia, WA 98507 Phone: (360) 902-8760 E-mail: securities@dfi.wa.gov |
Registration by Coordination Wash. Rev. Code Ann. § 21.20.180. |
Filing Fee: A minimum fee of $100 registers the first $100,000, then 1/40th of 1% for any amount over that for the amount to be offered in Washington Rev. Code Wash. (ARCW) § 21.20.340(3); Wash. Admin. Code § 460-16A-030. |
• Form U-1: Uniform Application to Register Securities
• Form U-2: Uniform Consent to Service of Process For a complete list, see “Filing requirements for registration by coordination“; Wash. Rev. Code Ann. § 21.20.180. |
For a list of securities and transactions exempt from registration, see Wash. Rev. Code Ann. §§ 21.20.310; 320 Wash. Admin. Code § 460-44A-000 et seq. |
| Registration by Qualification Wash. Rev. Code Ann. § 21.20.210. |
Filing Fee: A minimum fee of $100 registers the first $100,000, then 1/20th of 1% for any amount over that for the amount to be offered in Washington Rev. Code Wash. (ARCW) § 21.20.340(1); Wash. Rev. Code Ann. § 21.20.210 |
• Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor a complete list, see Rev. Code Wash. (ARCW) § 21.20.210. |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) Wash. Admin. Code § 460-17A-010 et seq. |
See Registration by Qualification. | • Form U-7 Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of ProcessFor complete list see, Wash. Admin. Code § 460-17A-060.; Washington DFI’s Small Company Offering Registration page [https://dfi.wa.gov/small-business/small-company-offering-registration]. |
See Registration by Coordination. | |
| West Virginia
State Auditor’s Office, Phone: (304) 558-2257 |
Registration by Coordination | Filing Fee: A non-refundable fee equal to 1/16th of 1% of the maximum aggregate offering price of the securities offered in this State, with a minimum of $60 and a maximum of $1,800. Fees are not cumulative. | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable• Form U-4: Uniform Application for Securities Industry Registration or TransferFor complete list, see W. Va. Code R. § 111-1-14 (note: although this section of the CSR does not mention Form U-2A or Form 4, the West Virginia Securities Commission includes it in its list of required documents) |
For a list of securities and transactions exempt from registration, see W. Va. Code § 32-4-402 |
| Registration by Qualification | See Registration by Coordination | • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable• Form U-4: Uniform Application for Securities Industry Registration or TransferFor complete list, see W. Va. Code R. § 111-1-14.3 (note: although this section of the CSR does not mention Form U-2A or Form 4, the West Virginia Securities Commission includes it in its list of required documents) |
See Registration by Coordination | |
| Registration by Notification | See Registration by Coordination | For complete list, see W. Va. Code R. § 111-1-14.1 and W. Va. Code § 32-3-302 | See Registration by Coordination | |
| Small Corporate Offering Registration (SCOR)
See Registration by Coordination and West Virginia’s Small Company Offering Registration Manual |
See Registration by Coordination | • Form U-7 Small Company Offering Registration Form
For complete list, see the Small Company Offering Registration Manual in the West Virginia Securities Commission’ list of required documents [https://www.wvsao.gov/Securities/Default#RegisteredSecurities] |
See Registration by Coordination | |
| Wisconsin
Department of Financial Institutions Phone: (608) 266-1064 E-mail: |
Registration by Coordination Wis. Stat. Ann. § 551.303. |
Filing Fee: A non-refundable fee of $1,500. Checks payable to Wisconsin Department of Financial Institutions. Wis. Stat. Ann. § 551.305(2); Wis. Stat. Ann. § 551.614; WDFI fees page [https://www.wdfi.org/fi/securities/fees.htm] Wis. Admin. Code DFI-Sec § 2.01; Wis. Admin. Code DFI-Sec § 2.02. |
• Form U-1: Uniform Application to Register Securities
• Form U-2A: Uniform Form of Corporate Resolution, if applicable For a complete list, see WDFI Securities Forms and Applications [https://www.wdfi.org/fi/securities/securapps.htm]; Wis. Adm. Code DFI-Sec 9.01 |
For a list of securities and transactions exempt from registration, see Wis. Stat. Ann. § 551.201; Wis. Stat. Ann. § 551.202. |
| Registration by Qualification Wis. Stat. Ann. § 551.304 |
See Registration by Coordination. | See Registration by Coordination. Wis. Stat. § 551.304. | See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR)
See Wis. Adm. Code DFI-Sec 2.028(7)(a) |
$200
See Wis. Adm. Code DFI-Sec 2.028(8)(a) |
Form U-7: Small Corporate Offering Registration Form
For a complete list, see WDFI Securities Forms and Applications [https://www.wdfi.org/fi/securities/securapps.htm]; Wis. Adm. Code DFI-Sec 9.01 |
See Registration by Coordination. | |
| Wyoming
Securities Division Phone: (307) 777-7370 E-mail: securities@state.wy.us |
Registration by Coordination Wyo. Stat. § 17-4-303; WCWR 002-0017-7 see section 1). |
Registration Fee: 1/50th of 1% of the total dollar offering amount to be offered in Wyoming. The minimum fee is $200 and the maximum fee is $600. Wyo. Stat. Ann. § 17-4-305(b). |
• Form U-1: Uniform Application to Register Securities (without any of the documents required by that form) • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see “Forms and Publications“, “Uniform Forms” and Wyo. Stat. § 17-4-303 |
For a list of securities and transactions exempt from registration, see “Exemptions from securities registration”, Wyo. Stat. Ann. §§ 17-4-201, et seq.; WCWR 002-0017-6. |
| Registration by Qualification Wyo. Stat. § 17-4-304; WCWR 002-0017-7 (see section 2). |
See Registration by Coordination. | • Form U-1: Uniform Application to Register Securities • Include all documents required by Form U-1, except the computation of earnings and advertising materials filed with the SEC • Form U-2: Uniform Consent to Service of Process• Form U-7: Small Corporate Offering Registration FormFor a complete list, see “Forms and Publications,” “Uniform Forms” and Wyo. Stat. § 17-4-304 |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR)
WCWR 002-0017-7 (see section 3) |
See Registration by Coordination. | • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicable • Form U-7: Small Corporate Offering Registration FormFor a complete list, see “Forms and Publications,” “Uniform Forms” and Wyo. Stat. § 17-4-302. |
See Registration by Coordination. | |
| Small Corporate Offering Registration (SCOR) 002-017-007 Wyo. Code R. § 1 (refer to section 3); “Other Securities Registrations“. |
See Registration by Coordination. | • Form U-7 Small Company Offering Registration • Form U-1: Uniform Application to Register Securities • Form U-2: Uniform Consent to Service of Process • Form U-2A: Uniform Form of Corporate Resolution, if applicableFor a complete list, see 002-017-007 Wyo. Code R. § 1 (refer to section 3) and Other Securities Registrations. |
See Registration by Coordination. |
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