Oregon

  • General Requirements
    • Oregon is a merit jurisdiction.
    • Filing fee equal to 1/10 of 1% of the amount offered in Oregon, with a minimum fee of $200 and a maximum of $1,500.
    • Oregon requires that registered offerings be sold through a licensed broker-dealer or through a representative of the issuer.  If sold through a representative of the issuer, then a Form U4 and payment of a licensing fee is also required.
    • Oregon does not allow for electronic signatures.
    • Registered offerings must be renewed annually. Renewals should be submitted 30 days prior to the expiration of the current order of registration.
    • Fees should be made payable to the “Director, Department of Consumer and Business Services.” Payment should be sent to one of the following address:
Mailing Address: Courier Address:
Fiscal Services Section
Department of Consumer and
Business Services
P.O. Box 14610
Salem, OR 97309-0445
Department of Consumer and
Business Services
Division of Finance and Corporate Securities
350 Winter Street NE, Room 410
Salem, OR 97301-3881
  • Specific Filing Requirements

    • Registration by Qualification
      • Form U1.
      • Registration statement.
      • Most recent prospectus
      • All governing documents, legal opinions, and material agreements.
      • Audited financial statements
    • Offerings less than $500,000 involving sales to Accredited Investors, Permitted Oregon Purchasers, Sophisticated Purchasers, ONLY
      • Form 441-2013
      • Unaudited financial statements
      • No public advertising or solicitation is allowed without prior approval.
    • Offering less than $1,000,000 involving sales to Accredited Investors, Permitted Oregon Purchasers, Sophisticated Purchasers, Suitable Purchasers, or Direct Purchasers from the Issuer ONLY
      • Form U7 and exhibits
      • SEC Form D (if filed with the SEC)
      • Audited financial statements
      • Public advertising or solicitation is allowed if the materials are cleared by the Division
      • Solicitation of Interest allowed. See OAR 441-035-0045 for requirements.
    • Offerings less than $5,000,000 involving sales to Accredited Investors, Permitted Oregon Purchasers, Sophisticated Purchasers, or Suitable Purchasers ONLY
      • Form 441-2013
      • Audited financial statements
      • No public advertising or solicitation is allowed without prior approval
      • Sales to none-accredited investors cannot exceed 35

For additional information, please contact the state securities regulator, or contact them at (503) 378-4140.

 

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