Registration by Qualification. For any other offering, a qualification filing should be made with the Bureau under RSA 421-B:3-304. For general conditions for registration please refer to RSA 421-B:3-305. For fees, please refer to RSA 421-B:6-614.

QUALIFICATION CHECKLIST:

Any security may be registered by qualification. For other offerings, where an exemption cannot be claimed or a registration by coordination is unavailable, the following must be completed:

INITIAL FILING REQUIREMENT

1. Registration fee based on 2/10 of 1% (New Hampshire Aggregate Offering Price), maximum of $1,050, for each security being registered. A $200 examination fee is also required for each security being registered. Checks should be made payable to the "State of New Hampshire."
2. Form U-1
3. Form U-2, unless the offering is made on a firm commitment basis by a licensed broker-dealer.
4. Copy of all registration statements, prospectuses, exhibits and financial statements.

ADDITIONAL FILING REQUIREMENTS AND CONSIDERATIONS

1. 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 must determine whether he/she needs to be licensed or authorized to offer or sell the securities, or exempt therefrom. See RSA 421-B:1-102 and RSA 421-B:4-402. (See Agents and Issuer-Dealers)
2. Please be sure to submit the applicable NASAA Guidelines Cross Reference sheet with the filing.
3. Annual renewal fee for continuous offerings based on 2/10 of 1% (New Hampshire Aggregate Offering Price), maximum of $1,050, for each security being registered. The fee is due on or before the anniversary of the date of registration in New Hampshire.
4. Amended offering documents must be submitted promptly to the Bureau.
5. Registration becomes effective when the Secretary of State so orders.

For issuers registering securities in New Hampshire by coordination under RSA 421-B:13 and also intending to register with other states, there is a program called Coordinated Equity Review (CER), of which New Hampshire is a participant. The issuer only has to deal with one state (the "lead state") during the review process, versus dealing with all the states with which it intends on registering securities. All the states who participate in the CER provide their comments to the lead state, who in turn creates a multi-state comment letter for response from the issuer. For further information following the links below.

• Commonly Asked Questions
• Coordinated Equity Review Overview
• Coordinated Equity Review Application (CER-1)

For issuers registering its securities by qualification in New Hampshire under RSA 421-B:3-304, particularly those contemplating Regulation A or Regulation D, Rule 504 of the Securities Act of 1933 and also intending on registering with other New England states, there is a program called the New England Regional Review (NERR), of which New Hampshire is a participant. The issuer has to deal with one state (the "lead state") during the review process, versus dealing with all of the New England states with which it intends on registering securities. All the states who participate in the NERR provide their comments to the lead state, who in turn creates a multi-state comment letter for response from the issuer.

• New England Regional Review Application Form
• Small Company Offering Registration (SCOR)
• Form U-7 and Form U-7 instructions