Category: Form D & State Filings Articles

The Core Rule: Federal Preemption vs. Indiana’s Retained Authority No, a Rule 506 exemption does not let you ignore Indiana’s Blue Sky laws. It changes what Indiana can do, not whether Indiana is involved at all. Here is the practical answer. When you raise capital under Rule 506, federal law

Illinois Form D Notice Requirements for Rule 506 Offerings If you are raising capital under Rule 506 and you take money from an Illinois resident, Illinois wants a notice filing. The practical answer is short: file a Form D notice with the state, pay the $100 statutory fee, and do

What Idaho Requires for a Rule 506 Offering If you run a Regulation D Rule 506 offering and sell to an investor in Idaho, you still have work to do at the state level. Rule 506 preempts Idaho from registering or reviewing the merits of your offering, but it does

Hawaii Blue Sky Authority and Federal Preemption No, a federal Rule 506 exemption does not let you ignore Hawaii’s securities laws. It narrows what Hawaii can do, but it does not erase the state’s role. Rule 506 stops Hawaii from putting your offering through a full substantive review, but the

Federal Preemption vs. Georgia State Registration When you run a Rule 506 offering into Georgia, you are not registering your securities with the state. You are filing a notice. That distinction is the whole ballgame, and it comes from federal preemption. Here is how it works. Securities sold under Rule

The Federal Overlay: Rule 506 Preemption vs. Florida State Authority Federal Rule 506 preemption does not mean you can ignore Florida securities law. It means one specific thing: Florida cannot put your Rule 506 offering through its substantive registration review. The state still keeps real authority over your deal. It

The Core Rule: Federal Preemption vs. District of Columbia Authority Regulation D Rule 506 does not eliminate the District of Columbia’s Blue Sky requirements. It narrows them. A Rule 506 offering is a federal covered security, which means the District cannot make you go through a full state registration or

The Short Answer: Do You Have to File in Delaware for a Rule 506 Syndication? If you sell interests in a Rule 506 offering to a Delaware resident, you generally have to make a notice filing in Delaware and pay a state fee. Federal preemption does not make that obligation

Connecticut’s Rule 506 Notice Filing Requirements If you are running a Rule 506 offering and admit a Connecticut investor, here is the short answer: Connecticut processes the notice filing through the NASAA Electronic Filing Depository (EFD), the fee is $150, and the notice is due within 15 days of your

The Illusion of Complete Rule 506 Preemption in Colorado No, using federal Rule 506 does not let you ignore Colorado’s securities laws. It is a common and dangerous assumption. Rule 506 does one specific thing at the state level: it strips Colorado of the power to put your offering through