Tuesday, July 05, 2011

North Carolina Amends Investment Company Notice Filing Fee

The investment company initial and renewal notice filing fee under Section 18(b)(2) of the Securities Act of 1933 was changed from a flat $2,000 trust level filing fee to a reduced $1,725 trust level filing fee plus $275 for each series, fund or portfolio, effective July 1, 2011. An investment company with two portfolios, for example, would pay $1,725 plus $275 plus $275 for a total of $2,275. Note, however, that: (1) the $50 fee for increasing the size of the offering remains in place but is unused according to North Carolina legal counsel because investment companies typically choose to initially notice file an "indefinite" rather than "definite" amount of securities; and (2) the fee to initially or annually register securities by coordination, qualification or notification remains a flat $2,000; the fee change only applies to a federally covered initial or renewal notice filing for investment company securities due on or after July 1, 2011--the fee change in not retroactive.

Investment companies must send one complete Form NF, Uniform Investment Company Notice Filing, listing all of the series, funds or portfolios, accompanied by one check for the entire amount series, funds or portfolios made payable to the “Department of the Secretary of State” at the North Carolina Department of the Secretary of State, Attn. Securities Division, mailed either to P.O. Box 29622 Raleigh, NC 27626-0622 or to Old Revenue Complex 2.S. Salisbury Street, Raleigh, NC 27601. Since a notice filing expires annually on December 31, 2011, investment companies with an effective notice filed before July 1, 2011 will not have to submit an amended Form NF to add a new fund, series or portfolio until the annual expiration date of notice filing on December 31st. Investment companies with an effective notice filed on or after July 1, 2011, however, that intend to sell added series, funds or portfolios before the end of the current year will have to submit an amended Form NF and $275 for each added fund, series or portfolio, that expires December 31, at which time an amended Form NF listing the added series, funds and portfolios together with one fee for the total amount of added series, funds or portfolios must be resubmitted for the next year.