Notice of Request for Public Comment: Proposed Coordinated Review Program for Section 3(b)(2) Offerings
October 30, 2013 — The Board of Directors of the North American Securities Administrators Association, Inc. (NASAA) has authorized release for public comment the accompanying materials regarding a new proposed coordinated review program for offerings exempt from registration federally under Section 3(b)(2) of the Securities Act of 1933.
Section 3(b)(2) of the Securities Act of 1933 was enacted as part of the Jumpstart Our Business Startups Act (JOBS Act) and has been otherwise referred to as “Regulation A+.” This section provides an exemption from federal registration for public offerings of securities of up to $50 million. The Act provides for preemption of state registration requirements only where the securities offered are listed on a national securities exchange or offered or sold to qualified purchasers.
NASAA anticipates that many Section 3(b)(2) offerings will be required to be registered in the states where the offerings will be made. The members of the Small Business/Limited Offerings Project Group have designed a coordinated review program for Section 3(b)(2) offerings to maximize efficiency and coordination among the states.
Public Comment Period
The public comment period will remain open until November 30, 2013.
To facilitate consideration of comments, please send comments to Jan Owen (JanLynn.Owen@dbo.ca.gov), Chair of the Corporation Finance Section Committee; Faith Anderson (firstname.lastname@example.org), Chair of the Small Business/Limited Offerings Project Group; and Rick Fleming (email@example.com); Deputy General Counsel for NASAA. We encourage, but do not require, comments to be submitted by e-mail. Hard copy comments can be submitted at the following address:
ATTN: Rick A. Fleming, Deputy General Counsel
750 First Street, NE, Suite 1140
Washington, DC 20002