Mississippi Code 1972 (2023) › Title 75 - REGULATION OF TRADE, COMMERCE AND INVESTMENTS (§§ 75-1-101 — 75-NEW-NEW-007) › Chapter 71 - MISSISSIPPI SECURITIES ACT OF 2010 (§§ 75-71-1 — 75-71-703) › Article 3 - REGISTRATION OF SECURITIES AND NOTICE FILING OF FEDERAL COVERED SECURITIES (§§ 75-71-301 — 75-71-311) › Section 75-71-302 - Notice filing

(a)
Required filing of records. -
With respect to a federal covered security, as defined in Section 18(b)(2) of the Securities Act of 1933 (
15 USC Section 77r(b)(2)
), that is not otherwise exempt under Sections
75-71-201
through
75-71-203
, a rule adopted or order issued under this chapter may require the filing of any or all of the following records:
(1)
Before the initial offer of a federal covered security in this state, all records that are part of a federal registration statement filed with the Securities and Exchange Commission under the Securities Act of 1933 and a consent to service of process complying with Section
75-71-611
signed by the issuer and the payment of a fee as set forth in Section
75-71-310
; and
(2)
After the initial offer of the federal covered security in this state, all records that are part of an amendment to a federal registration statement filed with the Securities and Exchange Commission under the Securities Act of 1933.
(b)
Notice filing effectiveness and renewal. -
A notice filing under subsection (a) is effective for one (1) year commencing on the later of the notice filing or the effectiveness of the offering filed with the Securities and Exchange Commission. On or before expiration, the issuer may renew a notice filing by filing a copy of those records filed by the issuer with the Securities and Exchange Commission that are required by rule or order under this chapter to be filed and by paying a renewal fee of the amount set forth at Section
75-71-310
. A previously filed consent to service of process complying with Section
75-71-611
may be incorporated by reference in a renewal. A renewed notice filing becomes effective upon the expiration of the filing being renewed.
(c)
Notice filings for federal covered securities under Section 18(b)(4)(E). -
With respect to a security that is a federal covered security under Section 18(b)(4)(E) of the Securities Act of 1933 (
15 USC Section 77r(b)(4)(E)
), a rule under this chapter may require a notice filing by or on behalf of an issuer to include a copy of Form D, including the Appendix, as promulgated by the Securities and Exchange Commission, and a consent to service of process complying with Section
75-71-611
signed by the issuer not later than fifteen (15) days after the first sale of the federal covered security in this state and the payment of a fee as set forth in Section
75-71-310
; and the payment of an additional fee the amount set forth in Section
75-71-310
for any late filing.
(d)
Stop orders. -
Except with respect to a federal security under Section 18(b)(1) of the Securities Act of 1933 (
15 USC Section 77r(b)(1)
), if the administrator finds that there is a failure to comply with a notice or fee requirement of this section, the administrator may issue a stop order suspending the offer and sale of a federal covered security in this state. If the deficiency is corrected, the stop order is void as of the time of its issuance and no penalty may be imposed by the administrator.
(e)
Notice filings for other federal covered securities. -
Unless the administrator provides otherwise by rule, any other federal covered security may be offered and sold in this state in reliance on its being a federal covered security without the filing of a notice or the payment of a fee. A rule under this chapter may require a notice filing with respect to other federal covered securities by or on behalf of an issuer and the payment of a fee set forth in Section
75-71-310
; and the payment of an additional late fee in the amount set forth in Section
75-71-310
for any late filing.
Laws, 2009, ch. 528, § 1, eff. 1/1/2010.
Amended by Laws, 2016, ch. 321, SB 2200, 1, eff. 7/1/2016.