15 CSR 30-54.210
Notice Filings for Transactions under Regulation D, Rule 506
PURPOSE: This rule prescribes the policies and procedures
applicable to transactions in Missouri under Regulation D, Rule
506.
(1) Rule 506. The issuer shall file a notice under section 409.3302(c), RSMo, as stated in sections (2) and (3) below.
(2) Notice Filings for Rule 506. The notice filing required for
transactions in Missouri under 17 CFR 230.506, unless the
securities or transactions would qualify for an exemption
under sections 409.2-201, 409.2-202, or 409.2-203 of the Act,
shall meet the requirements of subsection (A) or (B).
(A) Paper Filing. A paper filing shall be made with the
commissioner and shall consist ofโ
1. One (1) paper copy of the electronic Form D filed with
the SEC;
2. The filing fee of one hundred dollars ($100) as described
in 15 CSR 30-50.030; and
3. A cover letter stating the date on which the first sale of
securities had occurred in Missouri or whether no sales have
yet occurred in Missouri.
(B) Electronic Filing. A notice filing and related fees as
described in 15 CSR 30-50.030 shall be transmitted to the
Electronic Filing Depository, operated by the North American
Securities Administrators Association, pursuant to 15 CSR 3050.020(2).
(3) Each notice filing made pursuant to section (2) shall be filed
no later than fifteen (15) calendar days after the first sale of the
securities in Missouri, unless the due date falls on a Saturday,
Sunday, or holiday, in which case the due date is the first
business day following.
(4) Amendments. During the period of the offering, the
issuer shall take steps necessary to insure that all material
information contained in the notice filing remains current and
accurate.
AUTHORITY: sections 409.2-203, 409.3-302, and 409.6-605, RSMo
2016.* Emergency rule filed Aug. 12, 1982, effective Aug. 22, 1982,
expired Dec. 10, 1982. Original rule filed Aug. 11, 1982, effective
Dec. 11, 1982. Emergency amendment filed Aug. 1, 1984, effective
Aug. 11, 1984, expired Nov. 11, 1984. Amended: Filed Aug. 1, 1984,
effective Nov. 11, 1984. Amended: Filed Jan. 14, 1987, effective
June 25, 1987. Amended: Filed Oct. 15, 1987, effective Jan. 29,
1988. Amended: Filed Jan. 3, 1990, effective March 11, 1990.
Rescinded and readopted: Filed Feb. 18, 2003, effective Aug. 30,
2003. Emergency amendment filed Aug. 26, 2003, effective Sept.
12, 2003, expired March 9, 2004. Amended: Filed Aug. 27, 2003,
effective Feb. 29, 2004. Amended: Filed Nov. 30, 2010, effective
May 30, 2011. Emergency amendment filed Jan. 21, 2015, effective
Jan. 31, 2015, expired July 29, 2015. Amended: Filed Jan. 21, 2015,
effective Aug. 30, 2015. Amended: Filed April 12, 2018, effective
Sept. 30, 2018.
*Original authority: 409.2-203, RSMo 2003; 409.3-302, RSMo 2003; and 409.6-605,
RSMo 2003.