Current through Register Vol. 42, No. 5, February 29, 2024
The following provisions apply to offerings made under federal
Regulation Crowdfunding and Section 18(b)(4) of the Securities Act of
1933:
(1) Filing Requirements.
(a) An issuer whose principal place of
business is in this state, or if residents of this state have purchased fifty
percent or greater of the aggregate amount of the offering, shall file the
following with the Commission:
1. A completed
Uniform Notice of Federal Crowdfunding Offering form or copies of all documents
filed with the Securities and Exchange Commission;
2. A consent to service of process on Form
U-2 if not filing on the Uniform Notice of Federal Crowdfunding Offering form;
and
3. The filing fee prescribed by
8-6-8(d).
(b) If the
issuer has its principal place of business in this state, the filing required
under subsection (a) of this section shall be filed with the Securities
Commission when the issuer makes its initial Form C filing concerning the
offering with the Securities and Exchange Commission. If the issuer does not
have its principal place of business in this state but residents of this state
have purchased fifty percent or greater of the aggregate amount of the
offering, the filing required under subsection (a) of this section shall be
filed when the issuer becomes aware that such purchases have met this threshold
and in no event later than fifteen days from the date of completion of the
offering.
(2) Amendments.
An issuer may increase the amount of securities offered in this state by
submitting a completed Uniform Notice of Federal Crowdfunding Offering form
marked "amendment" or other document describing the transaction and a fee
calculated pursuant to 8-6-8(d) to cover the increase in the amount of
securities being offered prior to selling additional securities in this
state.
Author: Amanda Senn, General Counsel
Statutory Authority:
Code of Ala.
1975, §
8-6-23.
