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Notice Filings
Open-End Mutual Funds
Mutual Fund Initial Notice Filing Checklist:
- Form NF
- Consent to Service of Process (Form U-2)
- One copy of printed prospectus or registration statement (final printed prospectus to be submitted when available) and SAI. PLEASE NOTE – The Bureau no longer requires a statement on the combined prospectus stating which funds are not available in New Hampshire.
- Filing fee of $1000 per security, down to the Class Level. (e.g. Filing consisting of one Master fund = $1000; with two portfolios = $2000; with two portfolios with two classes = $4000). A singe check payable to the State of New Hampshire may be submitted.
- Name of licensed broker-dealer engaged in the distribution of the securities, or if a broker-dealer is not being used, the person(s) responsible for distributing the securities on the issuer's behalf. The issuer must determine whether that individual needs to be licensed or authorized to offer or sell the securities, or is exempt therefrom. See RSA 421-B:1-102 and RSA 421-B:4-402 (see Agents)
- Effective upon receipt of filing.
- Please note: the annual renewal date of all mutual funds is May 1st of each year. Initial fees are not pro-rated or credited to any period beyond May 1st (example: initial notice fee is filed on April 30th; notice is effective upon receipt on April 30th and a renewal fee is due on May 1st for the ensuing year).
Mutual Funds Renewal Filings:
Due on or before May 1st of each year.
- List of Funds/Portfolios/Classes to be renewed and/or non-renewed.
- Renewal fee of $1000 per security, down to the class level. One check may be submitted, payable to the State of New Hampshire.
- One copy of the most recent printed prospectus.
- Self-addressed stamped envelope.
NOTE: It is not necessary to file Form NF.
Mutual Fund Withdrawal Notice Filing:
Submit Form NF or a letter to the Bureau. Indicate date of withdrawal.
Mutual Fund Amendments and or Name Changes:
Form NF only. No fees required.
Notification of Sec Effectiveness:
General Information Regarding Mutual Funds:
- All notices are deemed filed the day they are received. If a copy of a filing letter is provided, the notice filing date will be stamped thereon and returned to the issuer.
- All notices are due for renewal on or before May 1 of each year, regardless of when filed. No exceptions are available by statute for notices filed close to the May 1 date. Renewal reminders will be mailed to the issuers and upon receipt of the renewal requests, confirmation of renewal will be sent.
- Amounts filed are "indefinite".
- Unit Investment Trusts (UIT) and Closed-End Funds are not treated as mutual fund filings for the purposes of these filing requirements. See Closed-End Fund Notice Filing.
- All funds must be offered by a New Hampshire registered broker-dealer. In the absence thereof, an Issuer-Agent may be appointed. See Licensing Agents and RSA 421-B:1-102.
- Sales reports, annual reports and semi-annual reports need not be filed. The Bureau retains the option to request these items on an as-needed basis
Notice Filings
Closed-End Funds (UIT's, etc.)
INITIAL FILING REQUIREMENT
- One-time filing fee of $500.
- Form U-2
- Form NF
- Copy of the registration statement or prospectus
- Name of the licensed broker-dealer engaged in the distribution of the securities, or if a broker-dealer is not being used, the person(s) responsible for distributing the securities on the issuer's behalf. The issuer must determine whether that individual needs to be licensed or authorized to offer or sell the securities or is exempt therefrom. See RSA 421-B:4-402 (See Licensing Agents)
ADDITIONAL FILING REQUIREMENTS AND CONSIDERATIONS
- There is no annual renewal or sales report filing requirements.
Notice Filings
Regulation D. Rule 506
See RSA 421-B:3-303(c)
[Section 18(b)(4)(F) of the Securities Act of 1933]
Frequently Asked Questions Regarding Regulation D Offerings
INITIAL FILING REQUIREMENT:
The following documents must be submitted to the Bureau:
- Filing fee of $500, check (certified or otherwise) made payable to the "State of New Hampshire".
- Form D, either in hard copy (pages 1-8) or through the Electronic Filing Depository (EFD)
Include the date of first sale in New Hampshire in your Cover Letter.
FILING PERIOD
- The filing must be made with the Bureau no later than 15 days after the first sale in New Hampshire. As long as all forms and fees are submitted correctly, the filing is made effective the date it is received.
Notice Filings
Secondary Trading
See RSA 421-B:3-302(a)
[Section 18(b)(4)(A) of the Securities Act of 1933]
INITIAL FILING REQUIREMENT:
- One-time filing fee of $500. Check should be payable to the "State of New Hampshire".
- Form U-2
- Copy of the most recent 10-K and 10-Q reports filed with the Securities and Exchange Commission (S.E.C.).
- Name of a New Hampshire licensed broker-dealer engaged in the distribution of the securities.
ADDITIONAL FILING REQUIREMENTS AND CONSIDERATIONS:
- There is no annual renewal or sales report filing requirements.
Notice Filings
Regulation A+, Tier 2 Offerings
See RSA 421-B:3-302(a) (effective 1/1/16)
[Section 18(b)(3) of the Securities Act of 1933]
INITIAL FILING REQUIREMENT:
- Filing fee based on 2/10 of 1% (New Hampshire Aggregate Offering Price) with a maximum of $1,050, plus a non-refundable fee of $200. [See RSA 421-B:6-614(a)(8) (effective 1/1/16)]. Checks should be payable to the "State of New Hampshire".
- The name, address, and telephone number of the issuer, and the type of securities to be sold.
- Signed Uniform Notice Filing of Regulation A – Tier 2 Offering
- Any document filed with the Securities and Exchange Commission (may reference electronic version).
ADDITIONAL FILING REQUIREMENTS AND CONSIDERATIONS:
- Annual renewal fee for continuing offerings is 2/10 of 1% of the amount offered in New Hampshire (New Hampshire Aggregate Offering Price), maximum of $1,050 for each security registered. The fee is due on or before the anniversary of the date of registration in New Hampshire.