Securities laws are overseen at the federal level, but each state also enacts its own securities laws, known as "Blue Sky Laws". These laws enhance the federal securities laws and further regulate the sale and offering of securities. While Blue Sky Laws share many similarities, specific requirements, including required fees and registration methods for securities, vary by state. This is a brief overview of some key requirements and differences in each state's securities laws.
Alabama
Securities can be registered through coordination or qualification. A filing fee of $40, registration fee determined by maximum offering price, and various forms are required. Specific documentation like a copy of the prospectus and any other documents deemed necessary by the Alabama Securities Commission must be included in the registration statement.
Alaska
Registration of securities can be through notification, coordination, or qualification. Filing fees are determined by the department of regulation, and any document filed in the previous five years may be incorporated by reference into the registration statement.
Arizona
All securities must be registered before they are sold or offered, unless exempt. Violators are subject to felony charges and civil liability. Registration with Arizona Corporation Commission can be by description or qualification, reviewed through a disclosure and merit review.
Arkansas
Securities fraud is a Class B felony. Securities can be registered by notification, coordination, or qualification. Registrar must be the issuer or a registered broker dealer. The filing fee is a fraction of the maximum offering price, and the registration statement must include specifics as deemed necessary by the commissioner.
California
Every offer or sale of securities must be qualified under specific sections, unless the security is considered exempt. All offers and sales of securities must also be registered under Federal Securities Law.
Colorado
Any Colorado company selling stock to more than 10 people within Colorado or 20 people in the U.S within 12 months must file a form D to the state of Colorado. Certain types of securities are exempt under the Colorado Securities act.
Connecticut
Securities exempt under Connecticut Blue Sky Laws are any securities that have less than 5 clients who are Connecticut state residents in the past 12 months. Other requirements exist for broker dealers or investment advisors.
Delaware
The Delaware securities act established an Investor Protection Unit. A registration statement is required that includes various documents. Securities in Delaware may be registered by qualification, and the Director may require periodic reports.
Florida
Certain types of securities are exempt in Florida. After a security has been registered, the office will grant a permit to sell securities that is effective for one year.
Georgia
Securities exempt in Georgia include those from a foreign government that the U.S has diplomatic relations with and member banks of the Federal Reserve System. Securities may be registered either by coordination or qualification. If the Commissioner finds that the issuer fails to comply with any notices or fee requirements, they may issue a stop order.
Hawaii
In Hawaii, securities may only be registered by qualification. The filing registration statements require a filing fee of 1/10 percent of the aggregate offering amount, with a minimum of $250 and a maximum of $2,500. Registration statements should specify the amount of securities, any adverse order or judgment of the securities, and prior records from the last five years might be incorporated by reference.
Idaho
In Idaho, securities may be registered either through coordination or qualification. The filing fee for securities registrations is $300 and could be filed by the issuer, person on whose behalf the offering is being made, or a broker-dealer. If the security fails to meet any of the requirements from the Idaho code, an administrator can void the registration.
Illinois
In Illinois, securities are registered under section 5 or 7 through the SRD, a computer registration system, making the registration and renewal process easier and convenient. Securities may be registered either by coordination or qualification. Registration statements remain effective for one year and are then eligible to be renewed unless suspended or revoked by the Secretary of State.
Indiana
Securities in Indiana can be registered either by qualification or coordination. Registration fees are $500 for an issuer whose net assets do not exceed ten million dollars and $1,000 for other issuers. Registration is effective for one year, and issuers may renew by filing previous records that have been issued. The commissioner may issue a stop order in case of any failure to comply with a notice or fee requirement.
Iowa
Securities in Iowa may be registered either by coordination or qualification. Registration requirements are expedited for small issuers. Before offering securities initially, issuers must agree to comply with section 602.611. The issuer can choose to make a notice filing with either an indefinite or fixed amount, with the fixed amount set at 250,000.
Kansas
In Kansas, Forms U-1 and U-2 are required to be submitted when registering securities, along with any other information requested by the administrator. The registration fee is 0.05 percent and cannot be less than $100 or more than $1,500 for each year the registration is effective. Securities may be registered by qualification or coordination, specifically for small company offering registrations.
Kentucky
In Kentucky, securities registration requires the submission of Forms U-1 and U-2, along with any other documents required by statute. These are filed with the Department of Financial Institutions. The examination fee is $125, and the registration fee is 0.06 percent with the minimum fee being $60 and a maximum fee of $1,200. Any Regulation D applications must include a copy of Form D, a statement of any person authorized to act in place of the issuer, a statement disclosing the date of the first sale made, and a notice filing fee of $250.
Louisiana
For private offerings in Louisiana, a paper copy of Form D is required to be filed along with a $300 filing fee. Form D must be filed no later than 15 days after the first sale and Form D filings should be provided any time afterward. For public offerings, there is a $250 examination fee, and a registration fee of 1/10 of 1 percent, for a minimum fee of $100 and a maximum fee of $1,000. The registration is then effective for 12 months following the initial filing.
Maine
Securities in Maine may be registered either through coordination or qualification. Registration statements require a non-refundable filing fee of $1,000 for each type or class of security. The registration statement has to detail the amount of securities, any adverse orders associated with the offering, and the states in which the registration statement was filed and withdrawn.
Maryland
In Maryland, securities may be registered either through notification, coordination, or qualification. The filing fee is equal to 0.1% of the maximum offering price, with the minimum fee being $500 and the maximum being $1,500. Individuals required to submit a filing with an exemption have to pay a fee of $400. The Commissioner may allow the omission of any item within the registration statement.
Massachusetts
Securities in Massachusetts may be registered either by coordination or qualification. The fee for these registration statements is determined annually by the commissioner. So long as a registration statement is effective, the commissioner may require annual or quarterly filings. Once submitted, a registration statement may not be withdrawn for one year, unless the commissioner permits it.
Michigan
In Michigan, securities may be registered either by coordination or qualification. The filing fee is 1/10 of 1% of the maximum offering amount, with a minimum fee of $100 and a maximum fee of $1,250.00. If the application is withdrawn before it becomes effective, the administrator retains a $100 fee. A registration statement may be amended after being filed, if allowed by the administrator.
Minnesota
In Minnesota, securities can be registered through coordination or qualification. Unless a stop order is put into effect, a security is effective for one year or any longer designated period. A security may be required to be sold only on a specific form of subscription, and a signed version of the contract may be kept on file for no longer than five years.
Mississippi
In Mississippi, securities may be registered either through coordination or qualification. The filing fee for registration of securities is one-tenth of 1% with a minimum fee of $300 and a maximum fee of $1,000. If the filing fee is not submitted within 15 days of the date of the first sale, the penalty is one percent of the amount sold, with a maximum penalty of $5,000. Registration is effective for one year, after which securities may be re-registered by repaying the registration fee.
Missouri
In Missouri, securities may be registered through qualification or coordination. When registering securities, you must submit two copies of the prospectus, Form U-1, and any exhibits filed with the SEC. The minimum filing fee for securities up to $100,000 is $100. To register securities above $100,000 the registration fee is 1/20 of 1% with a maximum fee of $1,000. This registration statement is then effective for one year. Form SR-2 must be completed within 30 days before the previous statement expires to renew a registration.
Montana
In Montana, all issuers are required to file electronically through the Electronic Filing Depository. Securities can be registered through notification, coordination, or qualification. The initial filing fee is $200 for the first $100,000, and an additional 1/10 of 1% for any amount over $100,000 with the maximum amount being $1,000. The minimum fee for each annual renewal is $200, with a maximum fee of $1,000.
Nebraska
In Nebraska, securities might either be registered through coordination or qualification. If the security is being registered through qualification, the proceeds from that sale may be temporarily impounded until the issuer receives the specified amount. The registration fee is equal to 1/10 of 1% of the offering price, with a minimum fee of $100. Registration is effective for one year unless terminated sooner with permission from the director.
Nevada
In Nevada, securities are eligible to be registered either through filing, coordination, or qualification. The filing fee is equal to .2% of the maximum offering price, with a minimum fee of $700 and a maximum fee of $5,000. If the registration statement is withdrawn before becoming effective the Administrator keeps the fee. The Administrator may allow for the omission of any information on the regulation filing. Securities remain effective for up to one year after the effective filing date.
New Hampshire
In New Hampshire, securities are eligible to be registered either through coordination or qualification. A filing fee is required but is not disclosed in the New Hampshire Uniform Securities Act. If the statement is withdrawn before becoming effective, the secretary of state may keep a portion of the fee.
New Jersey
In New Jersey, securities may be registered either through qualification or notification. The nonrefundable filing fee for each registration statement is set forth by the bureau chief. Any previous documents that were filed within three years may be incorporated by reference. Registration statements are effective for one year after their effective date, or a longer period if the security is being offered/distributed.
New Mexico
In New Mexico, securities are eligible to be registered either through coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum offering amount, with a minimum fee of $525 and a maximum fee of $2,500. A registration statement will remain effective for one year, unless extended by the director.
New York
In New York, state securities law is commonly known as the Martin Act. No offers or sales of securities are allowed until after the registration statement and Issuer Statement have been accepted. The Department of Law will return the filing if it is incomplete. The Issuer Statement must be renewed every four years.
North Carolina
Securities in North Carolina may be registered through qualification, notification, or coordination. The filing fee is $2,000 and if the registration statement is withdrawn before becoming effective the Administrator keeps the filing fee. However, the registration statement may be amended after its effective date. If the number of securities to be offered or sold is increased through the amendment, another registration fee must be paid.
North Dakota
In North Dakota, securities are eligible to be registered either by coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum offering amount, with a minimum fee of $150 and a maximum of $1,000. The securities commissioner may request additional information as needed and issue a stop order if an applicant fails to comply with any notice or fee requirement. The registration statement is effective for one year after the effective date.
Ohio
In Ohio, securities may be registered either by qualification or coordination. The filing fee for issuing securities is 1/10 of 1% of the maximum offering price, with a minimum fee of $100 and a maximum fee of $1,000. The securities commissioner has the power to require additional information by rule or order, and can issue a stop order if an applicant fails to comply with any notice or fee requirements.
Oklahoma
In Oklahoma, securities may be registered either through qualification or notification. The filing fee is equal to 1/10 of 1% of the offering amount, with a minimum fee of $100 and a maximum fee of $1,500. Registration statements are effective for up to one year, unless the Administrator terminates the registration sooner.
Oregon
In Oregon, securities may be registered either by coordination or qualification. The filing fee is $200. If the registration statement is withdrawn before becoming effective, the administrator keeps the whole fee. The registration statement is effective for one year from the date of filing, unless the statements are renewed or the administrator allows earlier termination.
Pennsylvania
In Pennsylvania, securities may be registered either by coordination or qualification. The filing fee is $525 for up to $1 million, $1,025 for more than $1 million up to $2 million, $1,525 for more than $2 million up to $5 million, and $2,025 for more than $5 million. The securities commission may request additional information by rule or order. The registration statement is effective for one year from its effective date.
Rhode Island
In Rhode Island, securities can be registered either by notification, coordination, or qualification. The filing fees in Rhode Island are .1% of the aggregate offering price, with a minimum of $300 and a maximum of $1,500. The registration statement is effective for up to one year after the effective date.
South Carolina
In South Carolina, securities may be registered by coordination, qualification, or notification. The filing fee is equal to 1/10 of 1% of the maximum offering price with a minimum of $200 and a maximum of $1,250. The registration statement will become effective up to one year after the effective date unless the administrator terminates the registration sooner.
South Dakota
In South Dakota, securities are eligible to be registered either through coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum aggregate offering price, or $250, whichever is larger. The registration statement will be effective for one year from its effective date.
Tennessee
In Tennessee, securities may be registered by coordination, qualification, or notification. The fee for registering securities is 1/10 of 1% of the aggregate amount of securities to be sold in the state with a minimum fee of $100 and a maximum of $500. Registration statements are effective for one year from the effective date.
Texas
In Texas, securities may be registered by coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum aggregate offering price of the securities to be registered, with a minimum fee of $100 and a maximum fee of $500. The registration statement is effective for one year from its effective date.
Utah
In Utah, securities may be registered through coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum aggregate offering price, with a minimum fee of $100 and a maximum fee of $500. The registration statement is effective for one year from the date of its filing.
Vermont
In Vermont, securities can be registered either by qualification or coordination. The filing fee is 1/10 of 1% of the maximum aggregate offering price, with a minimum fee of $200 and a maximum fee of $1,200. The registration statement becomes effective for one year from the effective date.
Virginia
In Virginia, securities may be registered either through coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum aggregate offering price, with a minimum fee of $250 and a maximum fee of $2,500. The registration statement is effective for one year from its effective date.
Washington
In Washington, securities may be registered either by coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum aggregate offering price, with a minimum fee of $200 and a maximum fee of $2,000. The registration statement is effective for one year from its effective date.
West Virginia
In West Virginia, securities may be registered either through coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum aggregate offering price, with a minimum fee of $250 and a maximum fee of $1,000. The registration statement is effective for one year from its effective date.
Wisconsin
In Wisconsin, securities can be registered by qualification, notification, or coordination. The filing fee is based on the maximum aggregate offering price - for amounts under $100,000 the fee is $200, for amounts of $100,000 or more, the fee is 1/10 of 1% of the maximum aggregate offering price up to a maximum of $2,000. The registration statement is effective for one year from its effective date.
Wyoming
In Wyoming, securities may be registered either through coordination or qualification. The filing fee is equal to 1/10 of 1% of the maximum aggregate offering price, with a minimum fee of $100 and a maximum fee of $1,000. The registration statement is effective for one year from its effective date.