Vermont's Proposed 506 Offering Rule Modified to Accommodate Electronic Form D

Vermont's 506 offering rule, recently proposed by the Department of Banking, Insurance, Securities and Health Care Administration, was modified to accommodate electronic Form D that issuers have the option of filing electronically through March 15, 2009 but will be required to file electronically with EDGAR starting March 16, 2009. The Department modified the proposed rule text following recommendations it received in a comment letter from the ABA's Committee of State Securities Regulation.

Under the proposed rule as modified, issuers whose offer or sale of federal covered securities under Section 18(b)(4)(D) of the Securities Act of 1933 does not fall within one of the securities or transactional exemptions of the Vermont Uniform Securities Act (2002) would file with the Securities Division or its designee during the six-month transition period from September 15, 2008 to March 15, 2009, an initial notice consisting of either a Temporary Form D (that remains effective through March 15, 2009), or a copy of the paper or electronic copy of SEC-filed Form D. Either version of Form D would be manually signed by a duly authorized person of the issuer, or include a photocopy of a manually or electronically signed copy, along with a $600 fee. Issuers filing Temporary Form D would include a consent to service of process. The notice would be filed within 15 days after the first sale of securities in Vermont. On or after March 16, 2009, issuers would file a copy of Form D (that may be submitted electronically if permitted by the Commissioner) and a $600 fee.

For more information, go to http://www.bishca.state.vt.us/