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Virginia Administrative Code (Last Updated: January 10, 2017) |
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Title 21. Securities and Retail Franchising |
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Agency 5. State Corporation Commission, Division of Securities and Retail Franchising |
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Chapter 45. Federal Covered Securities |
Section 20. Offerings conducted pursuant to Rule 506 of federal Regulation D (17 CFR 230.506): Filing requirements and issuer-agent exemption
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A. An issuer offering a security that is a covered security under § 18 (b)(4)(D) of the Securities Act of 1933 (15 USC § 77r(b)(4)(D)) shall file with the commission no later than 15 days after the first sale of such federal covered security in this Commonwealth:
1. A notice on SEC Form D (17 CFR 239.500), as filed with the SEC.
2. A filing fee of $250 payable to the Treasurer of Virginia.
B. An amendment filing shall contain a copy of the amended SEC Form D. No fee is required for an amendment.
C. For the purpose of this chapter, SEC "Form D" is the document, as adopted by the SEC, and in effect on September 23, 2013, entitled "Form D, Notice of Exempt Offering of Securities."
D. Pursuant to § 13.1-514 B 13 of the Act, an agent of an issuer who effects transactions in a security exempt from registration under the Securities Act of 1933 pursuant to rules and regulations promulgated under § 4(2) thereof (15 USC § 77d(2)) is exempt from the agent registration requirements of the Act.
Historical Notes
Derived from Volume 19, Issue 23, eff. July 1, 2003; amended, Virginia Register Volume 25, Issue 22, eff. July 1, 2009; Volume 29, Issue 20, eff. June 3, 2013; Volume 31, Issue 25, eff. July 31, 2015.