Notice of Request for Public Comments on a Proposed Statement of Policy Regarding the Use of Electronic Offering Documents and Electronic Signatures

The Corporation Finance Section of the North American Securities Administrators Association (NASAA) is requesting public comment on a proposed Statement of Policy Regarding Use of Electronic Offering Documents and Electronic Signatures. This proposal is a second request for public comment following the feedback received from the Electronic Initiatives proposal released for public comment in May of 2016. Comments are due by November 2, 2016.

Background

As technology continues to progress and permeate through more aspects of the securities industry, it has become increasingly important for state regulators to address the appropriate use of technology when conducting a securities offering. Several issuers have begun implementing technologies that allow prospective investors to receive electronic offering documents and electronic subscription agreements, as well as the ability to execute these documents using an electronic signature. These issuers have sought relief through various methods, including requesting no-action relief, to receive state approval of these initiatives. As more issuers seek to implement similar programs, the Section is proposing this Statement of Policy to provide a tool that allows NASAA jurisdictions to establish uniform guidelines to govern these initiatives and to streamline the process for industry participants.

This proposed Electronic Initiatives Statement of Policy addresses the requirements and restrictions to which an issuer is subject to should they choose to engage in an electronic initiative, such as providing offering documents and/or subscription agreements electronically, as well as allowing these documents to be executed using an electronic signature.

Note: After the comment period has closed, NASAA will post to its website the comments it receives as submitted by the authors. Parties should therefore only submit information that they wish to make publicly available. Further, the following notice will appear on NASAA’s website where comments are posted: NASAA, its agents, and employees accept no responsibility for the content of the comments posted on this Web page. The views, expressions, and opinions expressed in the comments are solely those of the author(s).

 

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NASAA Proposals, Regulatory Activity, Request for Comment