New Hampshire
Secretary of State

Broker Dealer Registration

Application Checklist

All initial fees and Forms BD and U-4 must be filed through Web CRD. All other documents must continue to be submitted directly to the Bureau to complete the application.

  1. FORMS
    Corporation - Consent to Service of Process (Form U-2)
    Corporation - Corporation Resolution (Form U-2a)
    LLC - Consent to Service of Process (Form U-2)
    LLP - Consent to Service of Process (Form U-2)
  2. CERTIFICATE
    LLC - Certificate of Formation
    LLP - Certificate of Formation
  3. ARTICLES
    Corporation - Articles of Corporation
    LLC - Articles of Organization
    LLP - Articles of Organization
  4. BY-LAWS/MEMBER AGREEMENT
    Corporation - By-Laws
    LLC - Operating and Management or Membership Agreement
    LLP - Partnership Agreement
  5. COMPLIANCE MANUAL
    Corporation - Written Supervisory Procedures Manual (can be on flash drive or other electronic media)
    LLC - Written Supervisory Procedures Manual (can be on flash drive or other electronic media)
    LLP - Written Supervisory Procedures Manual (can be on flash drive or other electronic media)
  6. FINANCIAL STATEMENT
    Corporation - Latest Audited Financial Statement
    LLC - Latest Audited Financial Statement
    LLP - Latest Audited Financial Statement
  7. INTERIM REPORT
    Corporation - Most recent Focus report if Audited F/S is more than 6 mo.old
    LLC - Most recent Focus report if Audited F/S is more than 6 mo. old
    LLP - Most recent Focus report if Audited F/S is more than 6 mo. old
  8. FEES
    Firm - $300 (Pay on Web CRD)
    Designated Principal - $130 (Pay on Web CRD) see below for requirements
  9. DESIGNATED PRINCIPAL
    All - Complete Form U-4 submitted through Web CRD for one principal who has been a FINRA registered "GP" for 3 of the last 5 years and who has been in the business of managing a broker-dealer for 3 of the last 5 years.
  10. ADDITIONAL INFO
    All - Self-addressed, stamped envelope
    All - Please be advised, a surety bond is no longer required for FINRA member broker-dealers.
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Broker Dealer Registration

Renewals

FINRA Member Broker-Dealers:

Submit the $250 renewal fee for the ensuing year to Web CRD prior to December 31st of each year, in accordance with Web CRD's processing schedule.

Non-FINRA Member Broker-Dealers:

Submit the $250 renewal fee for the ensuing year directly to the Bureau prior to December 31st of each year.

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Broker Dealer Registration

Withdrawal Applications

FINRA Member Broker-Dealers:
Submit Form BDW through Web CRD. No fee. A withdrawal confirmation will be sent to the firm.

Non-FINRA Member Broker-Dealers:
Submit Form BDW directly to the Bureau. No fee. A withdrawal confirmation will be sent to the firm.

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Broker Dealer Registration

Agent Licensure and Filings

INITIAL APPLICATION

FINRA Members

Submit a Form U-4 and a fee of $130 to Web CRD.

Non-FINRA Brokers-Dealers

Submit a complete, manually signed (in all applicable places), Form U-4 and a fee of $130 directly to the Bureau. Submit proof of passage of Series 63 or Series 66 examination. Confirmation of licensure will be sent by the Bureau.

AMENDMENTS

FINRA Members

No fee. File amendments to Form U-4 with Web CRD in accordance with the instructions on Form U-4 and FINRA Rules.

Non-FINRA Broker-Dealers

No fee. Submit amendments to Form U-4 directly to the Bureau, in accordance with the instructions on Form U-4. All material information on the Form U-4 on file with the Bureau must be current at all times.

RENEWALS

FINRA Members

Submit a renewal fee of $100 per agent to Web CRD before December 31st of each year, for the ensuing year, in accordance with Web CRD's processing schedule.

Non-FINRA Broker-Dealers

On or before December 31st of each year, submit a renewal fee of $100 per agent directly to the Bureau for registration in the ensuing year.

WITHDRAWALS

FINRA Members

No fee. Submit a Form U-5 to Web CRD.

Non-FINRA Broker-Dealers

No fee. Submit a Form U-5 with original signatures directly to the Bureau.

EXAMINATION REQUIREMENTS FOR REGISTRATION

Each applicant for individual broker-dealer agent registration shall provide to the Secretary of State or to CRD, proof of obtaining a passing score(s) on one of the following examination requirements:

  1. The Uniform Securities Agent State Law Examination (Series 63); or
    The General Securities Representative Examination (Series 7) AND The Uniform Combined State
  2. Law Examination (Series 66)


WAIVERS - The examination requirement shall not apply to an individual who upon application holds one of the following professional designations:

Certified Financial Planner (CFP) awarded by the International Board of Standards and Practices for Certified Financial Planners, Inc.

Chartered Financial Consultant (ChFC) awarded by the American College, Bryn Mawr, Pennsylvania.

Personal Financial Specialist (PFS) awarded by the American Institute of Certified Public Accountants.

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Broker Dealer Registration

Opening or Closing of a New Hampshire Branch

No fee. Notification (a letter or a paper copy of Schedule E of Form BD) must be sent directly to the Bureau prior to the opening of and immediately after the closing of a New Hampshire branch office. Include the branch manager's name, CRD number, branch address, telephone number and date of opening or closing. Every N.H. branch office of a broker-dealer must be supervised by a Series 24 principal (Series 26 if investment company products only are sold at the location). Please indicate in your letter the name and CRD number of the principal assigned to supervise the branch location.

Branch Office Definition

RSA 421-B:1-102...

  1. (5)"Branch office'' means:
    1. With regard to an investment adviser, any location other than the main office, identified by any means to broker-dealers, other investment advisers, the public, customers, or clients as a location at which an investment adviser conducts an investment advisory business.
    2. With regard to a broker-dealer, any location where one or more agents regularly conducts the business of effecting any transactions in, or inducing or attempting to induce the purchase or sale of, any security, or is held out as such, excluding:
      1.  Any location that is established solely for one or both of customer service and back-office-type functions where no sales activities are conducted and that is not held out to the public as a branch office;
      2. Any location that is the agent's primary residence; provided that:
        1. Only one agent, or multiple agents who reside at that location and are members of the same immediate family, conduct business at the location;
        2. The location is not held out to the public as an office and the agent does not meet with customers at the location;
        3. Neither customer funds nor securities are handled at that location;
        4. The agent is assigned to a designated branch office, and such designated branch office is reflected on all business cards, stationery, advertisements, and other communications to the public by such agent;
        5. The agent's correspondence and communications with the public are subject to the broker-dealer's supervision;
        6. Electronic communications, such as e-mail are made through the electronic system of the broker dealer;
        7. All orders for securities are entered through the designated branch office or an electronic system established by the broker-dealer that is reviewable at the branch office;
        8. Written supervisory procedures pertaining to supervision of activities conducted at the residence are maintained by the broker-dealer; and
        9. A list of the residence locations are maintained by the broker-dealer;
      3. Any location, other than a primary residence, that is used for securities business for less than 30 business days in any one calendar year, provided the broker-dealer complies with the provisions of subsections (5)(A)(ii)(b)(2) through (8);
      4. Any office of convenience, where associated persons occasionally and exclusively by appointment meet with customers, which is not held out to the public as an office;
      5. Any location that is used primarily to engage in non-securities activities and from which the agent effects no more than 25 securities transactions in any one calendar year; provided that any advertisement or sales literature identifying such location also sets forth the address and telephone number of the location from which the agent conducting business at the non-branch locations is directly supervised;
      6. The floor of a registered national securities exchange where a broker-dealer conducts a direct access business with public customers;
      7. A temporary location established in response to the implementation of a business continuity plan; or
      8. Any other location not within the intent of subsection (5) as the secretary of state may determine.
  2. Notwithstanding the exclusions provided in subsection (5)(A)(ii), any location that is responsible for supervising the activities of agents of the broker dealer at one or more non-branch locations of the broker-dealer shall be a branch office.
  3. (C) "Business day'' as used in subsection (5) shall not include any partial day provided that the agent or investment adviser representative spends at least 4 hours of such day at his or her designated branch office during the hours that such office is normally open for business
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Broker Dealer Registration

Name Changes

If any broker-dealer changes its name, it must file for an amended license. If the SEC and the FINRA are treating the change as an amendment (the CRD and SEC numbers assigned to the company will not change), then the State of New Hampshire will treat the change as an amendment to the broker-dealer license. In order to effect the amendment, please submit the following directly to the Bureau:

  1. Amendment to the Articles of Incorporation which effected the name change (or other similar documents filed with the state of organization, such as amended LP, LLC or LLP documents).
  2. Provide a list of agents licensed in the state of New Hampshire along with CRD number on the date that the name change filing was made with the state of organization.
  3. Form U-2 in the amended name.
  4. Form U-2a if the licensee is a corporation or the person signing the U-2 represents a corporate general partner or member.

Upon receipt of the above, by the Bureau, an amended license will be issued.

NOTE: The above filing requirements are to be made with the Bureau of Securities Regulation and not through Web CRD. Associated fees should be paid directly to the Bureau. Checks may be payable to the "State of New Hampshire".

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Broker Dealer Registration

All other Amendments to form BD

These filings are to be submitted through the CRD system if the broker-dealer is a FINRA member. If the broker-dealer is not a FINRA member, then the filings must be submitted directly to the Bureau.

CHANGE OF CONTROL

No fee. Submit FORM BD Schedule C

ALL OTHER AMENDMENTS TO FORM BD 

No fee. Submit amended pages of Form BD through Web CRD. If a Schedule E filing involves a New Hampshire branch office, notice of such opening, closing, or change of address or branch manager must be submitted directly to the Bureau on a copy of Schedule E, or in a letter containing the required information.

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Broker Dealer Registration

Mass Transfers

A mass transfer of agents from one firm to another results in amended agents' licenses. Prior to the mass transfer, the broker-dealer must submit a list of all New Hampshire agents to be transferred including their CRD numbers and a fee of $25 per agent to be transferred directly to the WebCRD. Please notify the Bureau in writing with the exact date the fees have been paid.

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Broker Dealer Registration

Financial Statement Filings

Financial Statement Filing Requirement: No fee. A complete audited financial statement must be filed directly with and received by the Bureau on or before the 60th day from the date of the firm's fiscal year end [FYE]. An automated extension of time to file, up to a period of 60 days (which will then make the financial statement due within 120 days from the firm's FYE), will be granted upon receipt by the Bureau of a written request from the firm. If an extension of time to file is granted by the SEC or FINRA and a copy of confirmation of such extension is received by the Bureau within 60 days from the firm's fiscal year end, such extension will be honored by the Bureau. A statutory $25 per day penalty will be assessed for each day the filing is late beyond the initial (60 days) or extended (120 days or FINRA/SEC extension) time period.

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