Division of Securities News

News from the Washington State Division of Securities.

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Payment of annual renewal fees to the Investment Adviser Registration Depository (IARD) must be received by the IARD no later than December 17, 2018. Annual filing requirements are due within 90-120 days after the investment adviser’s fiscal year end.
The Division of Securities has adopted a rule to implement a $10 fee increase for initial and renewal applications for registration as an investment adviser, broker-dealer, investment adviser representative, and securities salesperson.
Cybersecurity is an issue for firms of all sizes, and a growing issue for securities regulators at all levels. NASAA is hosting a one-day roundtable in Washington, D.C. to bring together leading experts to discuss critical cybersecurity issues for securities regulators and regulated entities. The roundtable will be broadcast live online starting at 10:30 a.m. (eastern) (7:30 a.m. (pacific)).
The Securities Licensing and Examinations unit released a list of the 2017 most common investment adviser examination deficiencies.
The Securities Division intends to amend WAC 460-16A-205 to update its adoption of various statements of policy promulgated by the North American Securities Administrators Association (“NASAA”) that are applied to securities offerings sought to be registered under RCW 21.20.180 or 21.20.210.
The Securities Division is planning to amend WAC 460-42A-030, which provides that certain municipal securities are exempt from registration under RCW 21.20.310(1), if they receive requisite ratings from designated ratings agencies, in order to correct an inadvertent drafting error. The public is welcome to submit comments to be considered by the Securities Division in the drafting of rules to be proposed at a later date.
The Securities Division adopted its repeal of WAC 460-44A-505, the “Uniform offering exemption for limited offers and sales of securities not exceeding $5,000,000,” in light of the recent repeal of the corresponding federal exemption from securities registration.
The Securities and Exchange Commission (SEC) is aware of reports of malicious emails sent to some EDGAR filers that appear to be part of a phishing campaign to compromise company network systems and obtain access to non-public information. The malicious emails purport to be communications from the SEC about changes to Form 10-K and sometimes contain malicious attachments. Clicking on the attachment(s) results in an attempt to install malware designed to obtain unauthorized access to the recipient’s computer and/or network.
The Securities Division has amended WAC 460-10A, 460-42A, and 460-44A to make technical updates to the manual exemption, and to update references to securities manuals and rating agencies.
The Securities Division proposes to repeal WAC 460-44A-505, the "Uniform offering exemption for limited offers and sales of securities not exceeding $5,000,000," in light of the recent repeal of the corresponding federal exemption from securities registration.
Information for investment advisers who are succeeding their business to another entity or individual. There are two types of succession: Succession by Amendment or Succession by New Application.
This addresses investment advisers moving to or opening a place of business in the State of Washington and providing investment advisory services for compensation in this state or holding themselves out as doing so, prior to registering in this state as investment advisers or investment adviser representatives.
The Department of Financial Institutions has proposed new rules to implement the Washington Small Business Retirement Marketplace
The Securities Division is considering proposing rules to require notice filings of crowdfunding offerings made under new federal rules.
The Securities Division is considering amending the limited offering exemption in WAC 460-44A-504, as well as the crowdfunding rules contained in chapter 460-99C WAC, in the event the federal Securities and Exchange Commission (“SEC”) adopts amendments that have been proposed to related federal rules.
The Washington Securities Division has adopted new rules to codify the filing requirements for securities registration renewal applications. The Securities Division frequently receives inquiries from securities issuers and attorneys asking how to apply for renewal. The new rules provide this information.
The Securities Division is pleased to announce the availability of its online electronic filing system for franchise broker and franchise exemption applications.
On May 18, 2015, Washington Governor Inslee signed into law Engrossed Substitute Senate Bill 5826 (ESSB 5826). The law creates a Small Business Retirement Marketplace that will educate small employers on the availability of retirement plans and promote, without mandating participation, qualified, low-cost, low-burden retirement savings vehicles. In addition, Section 3(6) of ESSB 5826 requires the Department of Financial Institutions to verify that the retirement plans offered on the Small Business Retirement Marketplace meet the criteria set forth in the law. The Department of Financial Institutions must propose rules to address this requirement.
The Securities Division has adopted a final rule to require notice filings in connection with Tier 2 securities offerings under federal Regulation A.
The Division of Securities has adopted amendments to WAC 460-80-140 to correct a reference to the Federal Trade Commission’s franchise disclosure rule concerning financial statements. The amendment adopted changes the citation from 16 C.F.R. § 465.5(u) to 16 C.F.R. § 436.5.