Business Registration

 

DEPARTMENT OF COMMERCE AND CONSUMER AFFAIRS

Office of the Securities Commissioner

 

DAVID Y. IGE
GOVERNOR

KEALII S. LOPEZ
DIRECTOR

TUNG CHAN

SECURITIES COMMISSIONER

 

 

 

FOR IMMEDIATE RELEASE

Dec. 15, 2014

 

State Announces New Online Filing System for Companies

EFD Offers Efficiency for Issuers, Improved Transparency for Investors

 

HONOLULU —The Hawaii Office of the Securities Commissioner today announced the launch of a new online filing system that will benefit hundreds of companies filing with the state for certain exempt securities offerings known as Reg D notice filings.

 

The Electronic Filing Depository (EFD) was developed by the North American Securities Administrators Association (NASAA), of which Hawaii is a member. The EFD is an online system that allows an issuer to submit a Form D for a Regulation D, Rule 506 offering (Reg D) to state securities regulators and pay related fees. The EFD website also enables the public to search and view, free of charge, Form D filings made with state securities regulators through EFD.

 

The EFD website – https://www.efdnasaa.org – is being launched nationally today with the participation of 38 states and offers a suite of tools to filers and regulators. The EFD system will be available 24 hours a day, seven days a week, unless the website is undergoing maintenance.

 

“The EFD online system is a new option for filers to use for Reg D filings with Hawaii. If a filer chooses to file through the EFD, they will find a streamlined and efficient system where they can file with multiple jurisdictions at once,” Hawaii Securities Commissioner Tung Chan said.  “Issuers will benefit from this uniform and effective regulatory tool that is available 24 hours a day; investors will be able to check Form D’s online and the recording of filing information will be faster and more accurate.”

 

More than 500 companies made Reg D filings in the past 12 months in Hawaii.

 

In addition to the regular Reg D filing fee of $100 required by Hawaii, there is a one-time $150 system use fee for each offering making its filings through EFD. This one-time system fee covers initial, amendment and renewal filings made through EFD.

 

Rule 506 of Regulation D is a “safe harbor” for the private offering exemption of Section 4(a)(2) of the Securities Act and also provides an exemption for public offerings to verified accredited investors. Issuers relying on the Rule 506 exemption do not have to register their offerings of securities with the SEC or the Hawaii Office of the Securities Commissioner, but they must file what is known as a “Form D” with the SEC and if they wish to make their offerings to investors in Hawaii, they must also file the “Form D” with the Hawaii Office of the Securities Commissioner. Form D contains limited information about the securities being offered and the issuer offering those securities.

 

 

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Media Contact:

Brent Suyama

DCCA Communications Officer

808-586-7582

[email protected]

cca.hawaii.gov