C.R.S. Section 11-51-303
Registration by coordination


(1)

Securities for which a registration statement has been filed under the federal “Securities Act of 1933” or any securities for which filings have been made pursuant to the security and exchange commission’s regulation A, promulgated pursuant to section 3(b) of the federal “Securities Act of 1933”, in connection with the offering of the securities may be registered by coordination. A registration statement and accompanying records shall be filed with the securities commissioner pursuant to this section and must contain the following information and be accompanied by the consent to service of process required by section 11-51-706:

(a)

A copy of the latest form of prospectus, offering circular, or letter of notification filed under the federal “Securities Act of 1933”;

(b)

Intentionally left blank —Ed.

(I)

A current copy of the issuer’s articles of incorporation and bylaws or, if so determined by the securities commissioner, the substantial equivalent of the issuer’s articles of incorporation and bylaws;

(II)

A copy of any agreement with or among the underwriters of the security to be registered;

(III)

A copy of any indenture or other instrument governing the issuance of the security to be registered;

(IV)

A specimen, copy, or description of the security that is required by rule promulgated by the securities commissioner or order issued pursuant to this article; and

(c)

A copy of other information or records filed by the issuer under the federal “Securities Act of 1933” that the securities commissioner may request.
(d)(Deleted by amendment, L. 2004, p. 512, § 1, effective July 1, 2004.)(2) Any amendments to the federal prospectus, offering circular, or letter of notification shall be promptly filed with the securities commissioner after the amended prospectus or other filing is filed with the federal securities and exchange commission; except that an amendment to the prospectus that only delays the effective date of the registration statement shall not be filed with the securities commissioner.

(3)

A registration statement or other filing required to be filed with the securities commissioner pursuant to this section shall be considered effective simultaneously with or subsequent to the federal registration statement or other filing when all of the following conditions are satisfied:

(a)

A stop order under subsection (4) of this section or section 11-51-306, or issued by the federal securities and exchange commission, is not in effect and a proceeding is not pending against the issuer under section 11-51-410; and

(b)

The registration statement or other filing has been on file with the securities commissioner for at least twenty days; except that the securities commissioner may establish, by rule or order, a period less than twenty days.

(4)

The registrant shall promptly notify the securities commissioner of the date when the federal registration statement or other filing becomes effective and the content of any price amendment. The registrant shall promptly file the notice containing the price amendment with the securities commissioner. If the notice is not timely received, the securities commissioner may, without prior notice or hearing, issue a stop order, which retroactively denies the effectiveness of a registration statement or suspends the effectiveness of the registration statement until the registrant complies with this section. The securities commissioner shall promptly notify the registrant of a stop order by telephone or electronic means and be able to confirm that notice of the stop order was given to the registrant. If the registrant subsequently complies with the notice requirements of this section, the stop order becomes void as of the date of its issuance.

(5)

If the federal registration statement or other federal filing becomes effective before all of the conditions of this section are satisfied, or if a condition of this section is waived by the securities commissioner, the registration statement or other filing becomes effective when all of the conditions of this section are either satisfied or waived by the securities commissioner. If the registrant notifies the securities commissioner of the date when the federal registration statement or other federal filing is expected to become effective, the securities commissioner shall promptly notify the registrant by telephone or electronic means whether all of the conditions of this section have been satisfied by the registrant or the securities commissioner is waiving one or all of the conditions. The securities commissioner shall also notify the registrant if the securities commissioner intends to institute a proceeding against the registrant pursuant to section 11-51-306 and be able to confirm that such notice was provided to the registrant. Failure of the securities commissioner to notify the registrant of the securities commissioner’s intent to institute an action pursuant to section 11-51-306 does not invalidate or preclude the institution of such action.

(6)

The commissioner shall promulgate a rule that defines the prompt filing and notification provisions of this section.

Source: Section 11-51-303 — Registration by coordination, https://leg.­colorado.­gov/sites/default/files/images/olls/crs2023-title-11.­pdf (accessed Oct. 20, 2023).

11‑51‑101
Short title and purpose
11‑51‑102
Scope of article
11‑51‑201
Definitions
11‑51‑201.5
Investment adviser registration depository - definition
11‑51‑202
References to federal statutes
11‑51‑301
Requirement for registration of securities
11‑51‑302
General registration provisions
11‑51‑303
Registration by coordination
11‑51‑304
Registration by qualification
11‑51‑304.5
Notice filing - investment companies
11‑51‑305
Filing of sales literature
11‑51‑306
Denial, suspension, or revocation of registration
11‑51‑307
Exempt securities
11‑51‑308
Exempt transactions
11‑51‑308.5
Crowdfunding - intrastate offering of securities - online intermediaries - rules - fees - short title - legislative declaration
11‑51‑308.7
Colorado digital token act - legislative declaration - exemptions - definitions - rules
11‑51‑309
Discretionary exemptions
11‑51‑310
Denial or revocation of exemptions
11‑51‑311
Coordination of exemptions
11‑51‑401
Licensing and notice filing requirements
11‑51‑402
Exempt broker-dealers, sales representatives - sanctions - exempt investment advisers and investment adviser representatives
11‑51‑403
Application for license - notice filing requirements
11‑51‑404
License and notice fees
11‑51‑405
Examinations and alternate qualifications
11‑51‑406
General provisions
11‑51‑407
Operating requirements
11‑51‑408
Licensing of successor firms
11‑51‑409
Access to records
11‑51‑409.5
Mandatory disclosure - investment advisers and investment adviser representatives
11‑51‑410
Denial, suspension, or revocation
11‑51‑411
Abandonment of license
11‑51‑412
Withdrawal
11‑51‑501
Fraud and other prohibited conduct
11‑51‑502
Misleading filings
11‑51‑503
Unlawful representation concerning a license, registration, or exemption
11‑51‑601
Investigations - subpoenas
11‑51‑602
Enforcement by injunction
11‑51‑603
Criminal penalties
11‑51‑603.5
Concurrent enforcement by attorney general - legislative declaration
11‑51‑604
Civil liabilities
11‑51‑605
Burden of proof
11‑51‑606
Conduct of proceedings - cease-and-desist orders - consent orders - summary orders - issued by securities commissioner - rules
11‑51‑607
Judicial review of orders
11‑51‑701
Division of securities - creation - powers and duties
11‑51‑702.5
Securities board - creation - duties - repeal
11‑51‑703
Administration of article
11‑51‑704
Rules, forms, and orders
11‑51‑705
Interpretive opinions
11‑51‑706
Consent to service of process
11‑51‑707
Collection of fees - division of securities cash fund created
11‑51‑708
Administrative files
11‑51‑801
Effective date of article
11‑51‑802
Savings provisions
11‑51‑803
Repeal of article
11‑51‑901
Short title
11‑51‑902
General powers of securities commissioner
11‑51‑903
Interests in local government investment pool trust fund
11‑51‑904
Requirement for registration of local government investment pools
11‑51‑905
General registration requirements
11‑51‑906
Reports to securities commissioner
11‑51‑907
Access to records
11‑51‑908
Confidentiality of information
11‑51‑1001
Short title
11‑51‑1002
Definitions
11‑51‑1003
Governmental disclosures - immunity
11‑51‑1004
Third-party disclosures - immunity
11‑51‑1005
Delaying disbursements - immunity
11‑51‑1006
Immunity for nondisclosure
11‑51‑1007
Records
11‑51‑1008
Multiple duties to report
Green check means up to date. Up to date

Current through Fall 2024

§ 11-51-303’s source at colorado​.gov