Registration by Filing (Notification)
Chapters in this video
- 0:00 Registration by filing versus notification: same thing
- 0:37 The seasoned issuer VIP analogy and federal reliance
- 1:51 Exam trap: why the simplest method is rarely used
- 2:57 The five business days rule for effectiveness
- 3:43 Four conditions Stan checks before concurrent effectiveness
- 4:23 When federal effectiveness comes before state conditions
- 4:56 Rapid-fire exam recap
What this video covers
- What registration by filing (notification) is, and why it exists only for large, established issuers with extensive Securities and Exchange Commission (SEC) reporting histories
- The core paradox: most stringent eligibility requirements paired with the simplest filing procedure, and why "easy to file" does not mean "easy to qualify"
- Why registration by filing is uncommon in practice, since exchange-listed securities are federal covered securities fully exempt from state registration
- The four conditions for effectiveness: five business days on file, fee paid, no stop order pending or in effect, and prompt notification of the federal effective date
- The minimum five business days on file with the state Administrator, and when the Administrator may permit a shorter period
- How concurrent effectiveness works with the federal registration statement, and what happens when federal effectiveness precedes state conditions being met
- Why the state registration waits on standby until all conditions are satisfied, and you cannot bypass the fee or the time window
Read the full lesson, free
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