2023 Laws of Puerto Rico › TITLE TEN - Commerce (§§ 1 — 4196) › Subtitle 1 - Regulation of Business Generally (§§ 1 — 998q) › Chapter 37 - Uniform Securities Act (§§ 851 — 898) › Subchapter III - Registration of Securities (§§ 871 — 877) › § 873 - By coordination

(a) Any securities for which a registration statement has been filed under the Securities Act of 1933 relative to the same offering may be registered by coordination. Said registration may be carried out through the use of the electronic system known as the Securities Registration Depository (SRD) or any successor or similar system approved by the Commissioner through regulations. The Commissioner, through regulations, shall adopt the norms needed to implement this mechanism.
(b) A registration statement under this section shall contain the following information and be accompanied by the following documents in addition to the information specified in § 875(c) of this title and the consent to service of process required by § 894(g) of this title:
(1) A copy of the latest version of the prospectus, filed pursuant to the Securities Act of 1933;
(2) should the Commissioner, through regulations or otherwise so require, a copy of the certificate of incorporation and of the regulations (or their substantial equivalents) currently in effect, a copy of any agreements with or among underwriters, a copy of any indenture or other instrument governing the issuance of the securities to be registered, and a specimen or copy of said securities;
(3) should the Commissioner so request, any other information or copies of any other documents whatsoever, filed under the Securities Act of 1933, and
(4) a commitment to forward all future amendments to the prospectus, except for an amendment which merely delays the effective date of the registration statement, promptly and in any case not later than the first business day after the day they are forwarded to or filed with the Securities and Exchange Commission, whichever occurs first.
(c) A registration statement under this section automatically becomes effective at the moment the federal registration statement becomes effective if all the following conditions are met:
(1) No stop order is in effect and no proceeding is pending under § 876 of this title;
(2) the registration statement has been on file with the Commissioner for at least ten (10) days, and
(3) a statement of the maximum and minimum proposed offering prices and the maximum underwriting discounts and commissions has been on file for two (2) full business days or such shorter period as the Commissioner permits through regulations or otherwise and the offering is made within those limitations.
The registrant shall promptly notify the Commissioner by telephone or any electronic transmission medium of the date and time when the federal registration statement became effective and the content of the price amendment, if any, and shall promptly file a posteffective amendment containing the information and documents in the price amendment.
“Price amendment” means the final federal amendment which includes a statement of the offering price, underwriting and selling discounts or commissions, amount of proceeds, conversion rates, call prices, and other matters dependent upon the offering price. Upon failure to receive the required notice and posteffective amendment with respect to the price amendment, the Commissioner may issue a stop order, without notice or hearing, retroactively denying effectiveness to the registration statement or suspending its effectiveness until this subsection is complied with, if he/she promptly notifies the registrant by telephone or any electronic transmission medium (and promptly confirms by letter when he/she notifies by telephone) of the issuance of the order. If the registrant proves compliance with the requirements of this subsection as to notice and posteffective amendment, the stop order shall be void as of the time of its entry. The Commissioner may, through regulations or otherwise, waive either or both of the conditions specified in clauses (2) and (3) of this subsection. If the federal registration statement becomes effective before all the conditions in this subsection are met and they are not waived, the registration statement automatically becomes effective as soon as all the conditions are met. If the registrant advises the Commissioner of the date when the federal registration statement is expected to become effective, the Commissioner shall promptly advise the registrant by telephone or any electronic transmission medium, at the registrant’s expense, whether all the conditions have been met and whether he/she then considers initiating a proceeding under § 876 of this title; but this advice by the Commissioner does not preclude the initiation of such a proceeding at any time.
History —June 18, 1963, No. 60, p. 128, § 303; Aug. 11, 1996, No. 114, § 10.