Current through Register 2022 Notice Reg. No. 16, April 25, 2022
An applicant must comply with the requirements of
subdivisions (a) and (b) of Section 25111 of the Code when filing an
application for qualification by coordination. See also, Section 260.111.1 of
(a) In lieu of the form
set forth in subsection (b), the Uniform Application to Register Securities
(Form U-1) recommended by the Subcommittee on Uniform Forms of the Committee on
State Regulation of Securities of the American Bar Association's Section of
Corporation, Banking and Business Law will be accepted for an application for
qualification by coordination. If Form U-1 is utilized, it must be signed and
verified as provided in the form set forth in subsection (b) and it must
contain the information required by the form set forth in subsection
An application for
qualification of the offer and sale of securities by coordination shall, in
addition to the facing page required by Section 260.110 of these rules,
continue in the following form:
hereby undertakes to forward to the Commissioner of Corporations all future
amendments to the Registration Statement under the Securities Act of 1933
attached hereto as Exhibit A, other than an amendment which merely delays the
effective date of the Registration Statement, promptly and in any event not
later than the first business day after the day they are forwarded to or filed
with the Securities and Exchange Commission, whichever first occurs.
9.A copy of the Registration Statement under
the Securities Act of 1933, either two copies of the prospectus or two
additional copies of the Registration Statement, a copy of the Underwriting
Agreement, copies of any pension, retirement or other deferred compensation
plan, contract or arrangement when securities to be issued pursuant to such
plan, contract or arrangement are the subject of the application, is attached
hereto as Exhibit A and incorporated herein by reference. Any of the exhibits
(other than exhibits incorporated by reference) to the Registration Statement
that are deemed necessary to evidence compliance with any of the Rules of the
Commissioner contained in Title 10 of the California Code of Regulations may be
required to be submitted.
Consent to Service of Process if required by Section
the California Corporations Code is attached hereto as Exhibit B. A Customer
Authorization of Disclosure of Financial Records Form (Form No. QR 500.259) is
attached hereto as Exhibit C.
the applicant will employ agents (other than licensed broker-dealers) in
connection with the sale of securities in California, the applicant must comply
with Sections 260.141.30 and 260.141.31, Title 10, California Code of
Regulations, and furnish the following information.
a.The name and business address of each
person who will represent the applicant as an agent in this state.
b.The name and business address of the
officer or other official who will supervise such agents on behalf of the
c.A statement that all
such agents employed in this state are employees of the applicant.
d.A statement of the compensation to be paid
to such agents. A statement of the compensation to be paid to such supervisory
personnel, other than their regular salaries if they are regular employees of
order, judgment or decree of any governmental agency or administrator, or of
any court of competent jurisdiction revoking or suspending for cause any
license, permit or other authority of such agent or supervisory person or of
any corporation of which he is an officer or director, to engage in the
securities business or in the sale of a particular security or temporarily or
permanently restraining or enjoining any such person or any corporation of
which he is an officer or director from engaging in or continuing any conduct,
practice, or employment in connection with the purchase or sale of securities,
or convicting such person of any felony or misdemeanor involving a security or
any aspect of the securities business, or of theft or of any felony.
f.A surety bond complying with Section
260.216.15, Title 10, California Code of Regulations.
Pursuant to Section
the California Corporations Code and Section 260.146 of Title 10 of the
California Code of Regulations, applicant hereby undertakes, as long as
required under the foregoing sections and subject to the exception therein
contained, to file with the Commissioner: (a) within 120 days after the end of
each fiscal year a report of financial condition and a related statement of
income and expenses covering such fiscal year; and (b) within 90 days after the
first six months of each fiscal year, a like report and statement covering such
six months period.
(NOTE: The application must be signed and verified in the
following manner.) The applicant has duly caused this application to be signed
on its behalf by the undersigned, thereunto duly authorized.
I certify (or declare) under penalty of perjury under the
laws of the State of California that I have read this application and the
exhibits thereto and know the contents thereof, and that the statements therein
are true and correct.
Executed at _________________ , on __________ ,
Cal. Code Regs. Tit.
Note: Authority cited: Sections 25111(b), 25610 and
25612, Corporations Code. Reference: Sections 25110, 25111 and 25160,
1. Amendment filed
3-20-78; effective thirtieth day thereafter (Register 78, No. 12). For prior
history see Register 75, No. 4; Register 74, No. 9; Register 73, No. 26;
Register 70, No. 29; and Register 69, No. 20.
2. Amendment of
subsection (b) filed 11-29-79 as an emergency; designated effective 1-1-80.
Certificate of Compliance included (Register 79, No. 48).
Amendment filed 10-26-84; effective thirtieth day thereafter (Register 84, No.
4. Change without regulatory effect amending section filed
9-25-2002 pursuant to section 100, title 1, California Code of Regulations
(Register 2002, No. 39).