Or. Admin. Code § 441-049-1021

Current through Register Vol. 63, No. 10, October 1, 2024

Section 441-049-1021 - General Provisions Applicable to Notice Filing Rules

(1) Address. All notice filings and payment of fees under the Notice Filing Rules shall be directed to the State of Oregon, Department of Consumer and Business Services, Division of Financial Regulation, 350 Winter Street NE Room 410, Salem, Oregon 97301-3881. At such time as filings can be received electronically by the Director, filings may be made electronically.

(2) Fees. Filing fees are set out in OAR 441-049-1001.

(3) Additional information. Notwithstanding the filing requirements in the Notice Filing Rules, the Director may request additional information, documentation or both. The request shall not exceed the information or documentation required by the SEC to be filed in connection with that offering.

(4) Salespersons:

(a) An individual employed by the issuer of a federal covered security is not required to be licensed in Oregon to offer or sell the federal covered security.

(b) A salesperson must be identified on the Form NF filed with the Director but is not required to be licensed in Oregon to offer or sell federal covered securities under section 18(b)(2) of the Securities Act of 1933.

(c) Other than a salesperson offering or selling a variable annuity, a salesperson is not required to be licensed in Oregon to offer or sell federal covered securities under section 18(b)(3) or (4) of the Securities Act of 1933.

(5) Initial Filings. Notice and fees submitted as an initial filing shall become effective on the later of the date the notice is received by the Director or date specified by the notice filer in accordance with 59.049(1), (2), or (3). The notice filings for federal covered securities under section 18(b)(3) and (4) of the Securities Act of 1933 shall be indefinite. The notice for federal covered securities under section 18(b)(2) of the Securities Act of 1933 shall continue for one year from the effective date. The Director may reject the notice if the Director does not receive the correct fees within 10 business days of the receipt of the notice.

(6) Renewal Filings:

(a) Notice form:

(A) A person seeking renewal shall provide the same form and materials required for the initial filing or most recent renewal. The renewal, if received prior to the annual anniversary date of the initial filing, shall become effective on the anniversary date and shall continue for one year from that date. The Director may reject the renewal if the Director does not receive the correct fees within 10 business days of the receipt of the notice;

(B) Notices submitted for renewals and received after the anniversary date shall become effective on the date received. A late renewal shall be accompanied by a letter from or on behalf of the notice filer indicating whether any sales were made in this state after the expiration date. The Director may reject the renewal if the Director does not receive the correct fees within 10 business days of the receipt of the notice. A late renewal may be treated as an initial filing.

(b) Aggregate offering amount. A renewal notice may be submitted for any aggregate offering amount of securities provided appropriate fees are submitted. A renewal is not limited to unsold portions of previously noticed aggregate offering amounts.

(c) Fees. A person seeking renewal shall submit the appropriate fees set out in OAR 441-049-1001.

(7) Acknowledgment of filing. Upon receipt of an initial filing or renewal, the Director shall provide written acknowledgment of the filing to the person submitting the request for the filing. An improvident failure by the Director to acknowledge the filing shall not invalidate the filing.

(8) Options, warrants or similar rights to purchase securities. Options, warrants or similar rights to purchase securities that are part of an offering under the Notice Filing Rules, constitute a continuous offering of the underlying securities during the exercise period and require the notice filing to be continually renewed as relevant. Disclosure materials shall be kept continuously current throughout the exercise period.

Or. Admin. Code § 441-049-1021

Hist.: FCS 3-1998, f. & cert. ef. 7-2-98; FCS 7-2000; f. & cert. ef. 6-2-00; FCS 12-2001, f. 12-27-01, cert. ef. 1-1-02; FCS 2-2003(Temp), f. & cert. ef. 11-26-03 thru 5-21-04; FCS 1-2004, f. & cert. ef. 5-19-04; FCS 4-2007, f. 10-11-07, cert. ef. 1-1-08; FSR 9-2019, minor correction filed 07/03/2019, effective 7/3/2019

Statutory/Other Authority: ORS 59.049 & 59.285

Statutes/Other Implemented: ORS 59.049