New Hampshire Charges Accruing Penalty for Late Filing Final Sales Report


In a letter dated March 9, 2010 from Peter Zis, Securities Examiner for the New Hampshire Bureau of Securities to an attorney for an issuer, he writes:

"The Bureau is in receipt of your letter dated February 23, 2010 confirming that your [Rule 506] offering terminated March 31, 2008. New Hampshire requires that final sales reports shall be filed within 60 days of the termination of the offering. Any person who fails to file a sales report within 60 days shall pay a penalty of $25 for each day of delinquency. Please submit $15,250.00 or respond within 30 days from receipt of this letter."

Alan Parness, Chair of the ABA's State Regulation of Securities Committees offers the following practice tip to avoid the above:

"If you're making a Rule 506 notice filing in NH for a non-continuing offering or for a continuing offering where no further sales are comtemplated in NH, make sure that your cover letter includes a report of NH sales and clearly indicates that the filing also serves as a final sales report pursuant to Sec. 421-B:31.IV(a)."

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