District of Columbia Issues Bulletin on Electronic Form D for Rule 504, 505 and 506 Issuers

Beginning March 16, 2009, issuers intending to make a Rule 504, 505 or Rule 506 offering in the District of Columbia must file an authenticated paper copy of the SEC-electronically filed Form D, and a fee of $100 (Rule 504); 1/10 of 1% of the maximum aggregate offering price, with minimum and maximums of $250 and $1,500 respectively (Rule 505); and $250 (Rule 506). Rule 504 issuers may submit a paper copy of Form D with their filing; Rule 505 and 506 issuers must provide via cover letter submitting a paper copy of Form D, a representation of the date of first sale; the number of accredited and nonaccredited investors; and the aggregate dollar amount of securities offered or sold in the District of Columbia. The notice must be filed no later than 15 calendar days after the first sale of securities in the District of Columbia, unless the 15th day is a Saturday, Sunday or holiday, in which casethe due date is the first following business day. NOTE: A consent to service of process is not required.

Amendments. SEC-filed amendments including annual renewals may be voluntarily filed in the District of Columbia at any time, except that amendments increasing the number of investors and aggregate dollar amount of securities offered or sold that were originally reported must be promptly submitted to the D.C. Department of Insurance, Securities and Banking. Amendments to correct material mistakes of fact or errors on a previously filed Form D must be filed as soon as discovering the mistake or error.

For more information please see here. Questions about the Bulletin can be answered by J. Mike McManus, Assistant Director, Division of Corporation Finance, at (202)-442-7826 or here.