On May 16, 2016, the North American Securities Administrators Association (NASAA) released for public comment its proposed model rule and uniform notice filing form for crowdfunded offerings. The proposed model rule would require the filing with the regulators of participating states a short form with basic information about the issuer and the crowdfunded offering, along with the payment of a filing fee and the filing of a consent to service of process. The uniform notice filing form permits the incorporation by reference of documents filed with the SEC on EDGAR and includes a consent for service of process within the form itself. Issuers would file the form in those participating states where the issuer holds its principal place of business or where 50% or greater of the aggregate amount of the crowdfunded offering has been purchased by residents of the participating state. Alternatively, issuers can opt to file all materials filed with the SEC in connection with the crowdfunded offering, together with a completed consent to service of process on Form U-2.
The NASAA's notice of request for public comment on its
proposed model rule is available at:
http://nasaa.cdn.s3.amazonaws.com/wp-content/uploads/2016/05/Regulation-Crowdfunding-Model-Rule-Public-Comment-May16.pdf
Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.
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