Wash. Admin. Code § 460-17A-060

Current through Register Vol. 24-21, November 1, 2024

Section 460-17A-060 - Documents to be filed with administrator by SCOR registrant

In addition to filing a properly completed form SCOR, applicants for SCOR registration shall file the following exhibits with the administrator:

(1) Form of selling agency agreement;

(2) The issuer's articles of incorporation, articles of organization, or other charter documents and all amendments thereto;

(3) The issuer's bylaws or operating agreement, as amended to date;

(4) Copy of any resolutions by directors setting forth terms and provisions of capital stock to be issued or by managers or managing members setting forth terms and or capital ownership interest to be issued;

(5) Any indenture, form of note or other contractual provision containing terms of notes or other debt, or of options, warrants, or rights to be offered;

(6) Specimen of security or ownership interest certificate to be offered (including any legend restricting resale);

(7) Consent to service of process accompanied by appropriate corporate or company resolution;

(8) Copy of all advertising or other materials directed to or to be furnished investors in the offering;

(9) Form of escrow agreement for escrow of proceeds;

(10) Consent to inclusion in disclosure document of accountant's report;

(11) Consent to inclusion in disclosure document of any tax advisor's opinion or description of tax consequences;

(12) Consent to inclusion in disclosure document of any evaluation of litigation or administrative action by counsel;

(13) Form of any subscription agreement for the purchase of securities in this offering;

(14) Opinion of attorney licensed to practice in a state or territory of the United States that the securities to be sold in the offering have been duly authorized and when issued upon payment of the offering price will be legally and validly issued, fully paid and nonassessable and binding on the issuer in accordance with their terms;

(15) Schedule of residence street addresses of officers, directors, and principal stockholders or managers, managing members, and principal members.

Wash. Admin. Code § 460-17A-060

Statutory Authority: RCW 21.20.450. 96-11-027, § 460-17A-060, filed 5/6/96, effective 6/6/96. Statutory Authority: RCW 21.20.210, 21.20.240 and 21.20.450. 88-17-012 (Order SDO-048-88), § 460-17A-060, filed 8/8/88.