WSR 15-23-070 PERMANENT RULES DEPARTMENT OF FINANCIAL INSTITUTIONS (Securities Division) [Filed November 16, 2015, 11:30 a.m., effective December 17, 2015] Effective Date of Rule: Thirty-one days after filing.
Purpose: The securities division hereby adopts two new rules at WAC 460-16A-033 and 460-16A-036 to codify the renewal application filing requirements for securities registered by coordination under RCW 21.20.180 and securities registered by qualification under RCW 21.20.210.
Adopted under notice filed as WSR 15-19-163 on September 23, 2015.
Number of Sections Adopted in Order to Comply with Federal Statute: New 0, Amended 0, Repealed 0; Federal Rules or Standards: New 0, Amended 0, Repealed 0; or Recently Enacted State Statutes: New 0, Amended 0, Repealed 0.
Number of Sections Adopted at Request of a Nongovernmental Entity: New 0, Amended 0, Repealed 0.
Number of Sections Adopted on the Agency's Own Initiative: New 2, Amended 0, Repealed 0.
Number of Sections Adopted in Order to Clarify, Streamline, or Reform Agency Procedures: New 2, Amended 0, Repealed 0.
Number of Sections Adopted Using Negotiated Rule Making: New 0, Amended 0, Repealed 0; Pilot Rule Making: New 0, Amended 0, Repealed 0; or Other Alternative Rule Making: New 0, Amended 0, Repealed 0.
Date Adopted: November 16, 2015.
Scott Jarvis
Director
NEW SECTION
WAC 460-16A-033 Renewal of registration of securities by coordination.
(1) An issuer may renew the registration of an offering of securities registered by coordination under RCW 21.20.180 for each additional twelve-month period in which the offering is continuing. To renew an offering, the issuer must file the following with the securities division no later than thirty days prior to the expiration date of the current registration permit:
(a) A completed application on Form U-1 marked "renewal";
(b) A renewal fee of one hundred dollars, as specified in RCW 21.20.340(3);
(c) A copy of the prospectus or offering document that has been amended in accordance with WAC 460-16A-126 to reflect all material changes that affect the offering. The prospectus or offering document must be dated within the past twelve months;
(d) The financial statements required by RCW 21.20.180(8), dated as of the end of the issuer's most recent fiscal year; and
(e) A sales report, dated as of the most recent practicable date, containing the dollar amount of each class of securities sold in the state during the current registration period.
(2) The registration of an offering of securities shall not be considered renewed until the securities division has issued a permit renewing the registration.
(3) An issuer may increase the amount of securities registered in the state at the time it renews its registration by amending the application form to reflect the increased amount of securities to be registered and paying the fee specified in RCW 21.20.340(3) to register the additional amount of securities.
NEW SECTION
WAC 460-16A-036 Renewal of registration of securities by qualification.
(1) An issuer may renew the registration of an offering of securities registered by qualification under RCW 21.20.210 for one additional twelve-month period. To renew an offering, the issuer must file the following with the securities division no later than thirty days prior to the expiration date of the current registration permit:
(a) A completed application for registration by qualification marked "renewal";
(b) A renewal fee of fifty dollars, as specified in RCW 21.20.340(1);
(c) A copy of the prospectus or offering document that has been amended in accordance with WAC 460-16A-126 to reflect all material changes that affect the offering. The prospectus or offering document must be dated within the past twelve months;
(d) The financial statements specified in RCW 21.20.210(14), dated as of the end of the issuer's most recent fiscal year. If the issuer's fiscal year ended more than four months prior to the date of application, the issuer should submit an unaudited interim balance sheet dated within four months prior to the date of the renewal application; and
(e) A sales report, dated as of the most recent practicable date, containing the dollar amount of each class of securities sold in the state during the current registration period.
(2) The registration of an offering of securities shall not be considered renewed until the securities division has issued a permit renewing the registration.
(3) An issuer may increase the amount of securities registered in the state at the time it renews its registration by amending the application form to reflect the increased amount of securities to be registered and paying the fee specified in RCW 21.20.340(1) to register the additional amount of securities, provided that the total offering amount does not exceed any offering amount limitations to which the offering is subject.
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