Iowa Admin. Code r. 191-50.91
Current through Register Vol. 47, No. 10, November 13, 2024
Rule 191-50.91 - Notice filing requirement for federal crowdfunding offerings This rule applies to offerings made under 17 CFR Section 227, federal Regulation Crowdfunding, General Rules and Regulations, and Sections 4(a)(6) and 18(b)(4)(C) of the Securities Act of 1933 (referred to collectively as "federal Regulation Crowdfunding").
(1)Initial filing.a. An issuer that offers and sells securities in this state in an offering that is exempt under federal Regulation Crowdfunding and that either (1) has its principal place of business in this state or (2) sells 50 percent or greater of the aggregate amount of the offering to residents of this state shall file with the administrator the following related to that exempt offering:(1) A completed Uniform Notice of Federal Crowdfunding Offering form (Form U-CF, accessible through http://www.nasaa.org/industry-resources/uniform-forms/) or copies of all documents the issuer filed with the Securities and Exchange Commission related to that exempt offering;(3) A filing fee of $100.b. If the issuer has its principal place of business in this state, the filing required under paragraph 50.91(1)"a" shall be filed with the administrator when the issuer makes its Initial Form C filing with the SEC under the federal Regulation Crowdfunding concerning the offering with the SEC. If the issuer does not have its principal place of business in this state but residents of this state have purchased 50 percent or greater of the aggregate amount of the offering, the filing required under paragraph 50.91(1)"a" shall be filed when the issuer becomes aware that such purchases have met this threshold and in no event later than 30 days from the date of completion of the offering.c. The initial notice filing is effective for 12 months from the date of the filing with the administrator.(2)Renewal. For each additional 12-month period in which the same offering described in paragraph 50.91(1)"a" is continued, an issuer conducting an offering under federal Regulation Crowdfunding may renew its notice filing by filing with the administrator the following on or before the expiration of the notice filing:b. A renewal filing fee of $100. This rule is intended to implement Iowa Code section 502.202.
Iowa Admin. Code r. 191-50.91
Amended by IAB October 11, 2017/Volume XL, Number 8, effective 11/15/2017