Registration by Qualification
Securities offerings that are exempt from federal registration with the Securities and Exchange Commission (SEC) under the Securities Act of 1933, but not exempt from registration in New Mexico or other states, are required to register by qualification. The relevant statutes and regulations under the New Mexico Uniform Securities Act (NMSA) for registration by qualification in New Mexico are as follows.
Statutes and Regulations
- NMSA 58-13C-304 – Securities Registration by Qualification specifies the information, documents, and conditions for this type of registration.
- NMSA 58-13C-305 – Securities Registration Filings provides authority for the filing, fee, and other requirements for securities registrations, including provisions for effective periods, reports, and amendments that are specified further by regulation 12.11.8 NMAC.
- NMSA 58-13C-306 – Denial, Suspension, and Revocation of Securities Registration provides grounds and procedures for denial, suspension, and revocation of securities registrations.
- 188.8.131.52 NMAC – Specifies the requirements for application forms, offering documents, fees, amendments, extensions of registration, and abandoned applications, and reports of sales.
- A registration fee of 0.10% (one-tenth of one percent) of the aggregate amount of securities to be offered in New Mexico, with a minimum fee of $525 and a maximum fee of $2,500 for each year of registration.
Small Company Offering Registration (SCOR) is a uniform program among states for the registration by qualification of small issuers that limit their offerings in size or location under federal exemptions referenced by NASAA Statement of Policy, under the Securities Act of 1933. An extensive manual is available at the link below to the North American Securities Administrators Association (NASAA) website. The manual provides detailed instructions and guidance for preparing the disclosures on the SCOR Manual (Form U-7).