99TH GENERAL ASSEMBLY
State of Illinois
2015 and 2016
HB3429

 

Introduced , by Rep. Carol A. Sente

 

SYNOPSIS AS INTRODUCED:
 
See Index

    Amends the Illinois Securities Law of 1953. Creates an exemption from certain filing and registration requirements under the Act for intrastate securities offerings that meet certain conditions, including that (1) the offering meets all of the requirements of the federal exemption for intrastate offerings provided under the Securities Act of 1933; (2) the aggregate purchase price of all securities sold by an issuer within any 12-month period does not exceed: (i) $3,000,000; or (ii) $5,000,000 if the issuer has undergone and made available certain financial statements to specified persons; and (3) the aggregate amount sold to any purchaser in an offering of securities made within any consecutive 12-month period does not exceed certain monetary limitations. Provides that an issuer may make an offering or sale of securities through the use of one or more qualified Internet portals, subject to certain requirements, including that (i) the Internet portal shall at all times be owned by a corporation or other legal entity which is either organized under the laws of, or is otherwise qualified to do business in, this State; (ii) the Internet portal shall establish and maintain commercially reasonable measures to limit access to any information concerning an offering or sale of the subject securities to residents of this State; and (iii) the Internet portal shall establish and maintain a secure method of communication through the Internet portal itself that will permit potential investors to communicate with one another and with representatives of the issuer about the offering. Requires the Secretary of State to collect a $100 fee for securities offered or sold under the exemption created under this amendatory Act; and a $300 fee for the registration and renewal of a qualified Internet portal. Defines terms.


LRB099 04381 JLS 29575 b

FISCAL NOTE ACT MAY APPLY

 

 

A BILL FOR

 

HB3429LRB099 04381 JLS 29575 b

1    AN ACT concerning business.
 
2    Be it enacted by the People of the State of Illinois,
3represented in the General Assembly:
 
4    Section 5. The Illinois Securities Law of 1953 is amended
5by changing Sections 4, 11a, and 18.1 and by adding Sections
62.34, 2.35, 2.36, and 8d as follows:
 
7    (815 ILCS 5/2.34 new)
8    Sec. 2.34. Accredited investor. "Accredited investor" has
9the meaning given to that term in 17 CFR 230.501(a), as amended
10and in effect from time to time.
 
11    (815 ILCS 5/2.35 new)
12    Sec. 2.35. Qualified escrowee. "Qualified escrowee" means
13a person, firm, partnership, association, corporation, or
14other legal entity who: (a) falls under the definition of
15"title insurance company" under, and pursuant to the terms and
16requirements of, the Title Insurance Act; (b) is certified as
17an independent escrowee under, and pursuant to the terms and
18requirements of, the Title Insurance Act; or (c) is a bank,
19regulated trust company or corporate fiduciary, savings bank,
20savings and loan association, or credit union which is
21authorized to do business in the State and which maintains at
22least one physical business location within the State.
 

 

 

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1    (815 ILCS 5/2.36 new)
2    Sec. 2.36. Qualified Internet portal. "Qualified Internet
3portal" means an Internet portal maintained by a corporation or
4other legal entity that is being used to offer or sell
5securities and that meets the requirements of Section 8d of
6this Act.
 
7    (815 ILCS 5/4)  (from Ch. 121 1/2, par. 137.4)
8    Sec. 4. Exempt transactions. The provisions of Sections 2a,
95, 6 and 7 of this Act shall not apply to any of the following
10transactions, except where otherwise specified in this Section
114:
12    A. Any offer or sale, whether through a dealer or
13otherwise, of securities by a person who is not an issuer,
14underwriter, dealer or controlling person in respect of such
15securities, and who, being the bona fide owner of such
16securities, disposes thereof for his or her own account;
17provided, that such offer or sale is not made directly or
18indirectly for the benefit of the issuer or of an underwriter
19or controlling person.
20    B. Any offer, sale, issuance or exchange of securities of
21the issuer to or with security holders of the issuer except to
22or with persons who are security holders solely by reason of
23holding transferable warrants, transferable options, or
24similar transferable rights of the issuer, if no commission or

 

 

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1other remuneration is paid or given directly or indirectly for
2or on account of the procuring or soliciting of such sale or
3exchange (other than a fee paid to underwriters based on their
4undertaking to purchase any securities not purchased by
5security holders in connection with such sale or exchange).
6    C. Any offer, sale or issuance of securities to any
7corporation, bank, savings bank, savings institution, savings
8and loan association, trust company, insurance company,
9building and loan association, or dealer; to a pension fund,
10pension trust, or employees' profit sharing trust, other
11financial institution or institutional investor, any
12government or political subdivision or instrumentality
13thereof, whether the purchaser is acting for itself or in some
14fiduciary capacity; to any partnership or other association
15engaged as a substantial part of its business or operations in
16purchasing or holding securities; to any trust in respect of
17which a bank or trust company is trustee or co-trustee; to any
18entity in which at least 90% of the equity is owned by persons
19described under subsection C, H, or S of this Section 4; to any
20employee benefit plan within the meaning of Title I of the
21Federal ERISA Act if (i) the investment decision is made by a
22plan fiduciary as defined in Section 3(21) of the Federal ERISA
23Act and such plan fiduciary is either a bank, savings and loan
24association, insurance company, registered investment adviser
25or an investment adviser registered under the Federal 1940
26Investment Advisers Act, or (ii) the plan has total assets in

 

 

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1excess of $5,000,000, or (iii) in the case of a self-directed
2plan, investment decisions are made solely by persons that are
3described under subsection C, D, H or S of this Section 4; to
4any plan established and maintained by, and for the benefit of
5the employees of, any state or political subdivision or agency
6or instrumentality thereof if such plan has total assets in
7excess of $5,000,000; or to any organization described in
8Section 501(c)(3) of the Internal Revenue Code of 1986, any
9Massachusetts or similar business trust, or any partnership, if
10such organization, trust, or partnership has total assets in
11excess of $5,000,000.
12    D. The Secretary of State is granted authority to create by
13rule or regulation a limited offering transactional exemption
14that furthers the objectives of compatibility with federal
15exemptions and uniformity among the states. The Secretary of
16State shall prescribe by rule or regulation the amount of the
17fee for filing any report required under this subsection, but
18the fee shall not be less than the minimum amount nor more than
19the maximum amount established under Section 11a of this Act
20and shall not be returnable in any event.
21    E. Any offer or sale of securities by an executor,
22administrator, guardian, receiver or trustee in insolvency or
23bankruptcy, or at any judicial sale, or at a public sale by
24auction held at an advertised time and place, or the offer or
25sale of securities in good faith and not for the purpose of
26avoiding the provisions of this Act by a pledgee of securities

 

 

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1pledged for a bona fide debt.
2    F. Any offer or sale by a registered dealer, either as
3principal or agent, of any securities (except face amount
4certificate contracts and investment fund shares) at a price
5reasonably related to the current market price of such
6securities, provided:
7        (1) (a) the securities are issued and outstanding;
8            (b) the issuer is required to file reports pursuant
9        to Section 13 or Section 15(d) of the Federal 1934 Act
10        and has been subject to such requirements during the 90
11        day period immediately preceding the date of the offer
12        or sale, or is an issuer of a security covered by
13        Section 12(g)(2)(B) or (G) of the Federal 1934 Act;
14            (c) the dealer has a reasonable basis for believing
15        that the issuer is current in filing the reports
16        required to be filed at regular intervals pursuant to
17        the provisions of Section 13 or Section 15(d), as the
18        case may be, of the Federal 1934 Act, or in the case of
19        insurance companies exempted from Section 12(g) of the
20        Federal 1934 Act by subparagraph 12(g)(2)(G) thereof,
21        the annual statement referred to in Section
22        12(g)(2)(G)(i) of the Federal 1934 Act; and
23            (d) the dealer has in its records, and makes
24        reasonably available upon request to any person
25        expressing an interest in a proposed transaction in the
26        securities, the issuer's most recent annual report

 

 

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1        filed pursuant to Section 13 or 15(d), as the case may
2        be, of the Federal 1934 Act or the annual statement in
3        the case of an insurance company exempted from Section
4        12(g) of the Federal 1934 Act by subparagraph
5        12(g)(2)(G) thereof, together with any other reports
6        required to be filed at regular intervals under the
7        Federal 1934 Act by the issuer after such annual report
8        or annual statement; provided that the making
9        available of such reports pursuant to this
10        subparagraph, unless otherwise represented, shall not
11        constitute a representation by the dealer that the
12        information is true and correct, but shall constitute a
13        representation by the dealer that the information is
14        reasonably current; or
15        (2) (a) prior to any offer or sale, an application for
16        the authorization thereof and a report as set forth
17        under sub-paragraph (d) of this paragraph (2) has been
18        filed by any registered dealer with and approved by the
19        Secretary of State pursuant to such rules and
20        regulations as the Secretary of State may prescribe;
21            (b) the Secretary of State shall have the power by
22        order to refuse to approve any application or report
23        filed pursuant to this paragraph (2) if
24                (i) the application or report does not comply
25            with the provisions of this paragraph (2), or
26                (ii) the offer or sale of such securities would

 

 

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1            work or tend to work a fraud or deceit, or
2                (iii) the issuer or the applicant has violated
3            any of the provisions of this Act;
4            (c) each application and report filed pursuant to
5        this paragraph (2) shall be accompanied by a filing fee
6        and an examination fee in the amount established
7        pursuant to Section 11a of this Act, which shall not be
8        returnable in any event;
9            (d) there shall be submitted to the Secretary of
10        State no later than 120 days following the end of the
11        issuer's fiscal year, each year during the period of
12        the authorization, one copy of a report which shall
13        contain a balance sheet and income statement prepared
14        as of the issuer's most recent fiscal year end
15        certified by an independent certified public
16        accountant, together with such current information
17        concerning the securities and the issuer thereof as the
18        Secretary of State may prescribe by rule or regulation
19        or order;
20            (e) prior to any offer or sale of securities under
21        the provisions of this paragraph (2), each registered
22        dealer participating in the offer or sale of such
23        securities shall provide upon request of prospective
24        purchasers of such securities a copy of the most recent
25        report required under the provisions of sub-paragraph
26        (d) of this paragraph (2);

 

 

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1            (f) approval of an application filed pursuant to
2        this paragraph (2) of subsection F shall expire 5 years
3        after the date of the granting of the approval, unless
4        said approval is sooner terminated by (1) suspension or
5        revocation by the Secretary of State in the same manner
6        as is provided for in subsections E, F and G of Section
7        11 of this Act, or (2) the applicant filing with the
8        Secretary of State an affidavit to the effect that (i)
9        the subject securities have become exempt under
10        Section 3 of this Act or (ii) the applicant no longer
11        is capable of acting as the applicant and stating the
12        reasons therefor or (iii) the applicant no longer
13        desires to act as the applicant. In the event of the
14        filing of an affidavit under either preceding
15        sub-division (ii) or (iii) the Secretary of State may
16        authorize a substitution of applicant upon the new
17        applicant executing the application as originally
18        filed. However, the aforementioned substituted
19        execution shall have no effect upon the previously
20        determined date of expiration of approval of the
21        application. Notwithstanding the provisions of this
22        subparagraph (f), approvals granted under this
23        paragraph (2) of subsection F prior to the effective
24        date of this Act shall be governed by the provisions of
25        this Act in effect on such date of approval; and
26            (g) no person shall be considered to have violated

 

 

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1        Section 5 of this Act by reason of any offer or sale
2        effected in reliance upon an approval granted under
3        this paragraph (2) after a termination thereof under
4        the foregoing subparagraph (f) if official notice of
5        such termination has not been circulated generally to
6        dealers by the Secretary of State and if such person
7        sustains the burden of proof that he or she did not
8        know, and in the exercise of reasonable care, could not
9        have known, of the termination; or
10        (3) the securities, or securities of the same class,
11    are the subject of an existing registration under Section 5
12    of this Act.
13    The exemption provided in this subsection F shall apply
14only if the offer or sale is made in good faith and not for the
15purpose of avoiding any of the provisions of this Act, and only
16if the offer or sale is not made for the direct or indirect
17benefit of the issuer of the securities, or the controlling
18person in respect of such issuer.
19    G. (1) Any offer, sale or issuance of a security, whether
20    to residents or to non-residents of this State, where:
21            (a) all sales of such security to residents of this
22        State (including the most recent such sale) within the
23        immediately preceding 12-month period have been made
24        to not more than 35 persons or have involved an
25        aggregate sales price of not more than $1,000,000;
26            (b) such security is not offered or sold by means

 

 

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1        of any general advertising or general solicitation in
2        this State; and
3            (c) no commission, discount, or other remuneration
4        exceeding 20% of the sale price of such security, if
5        sold to a resident of this State, is paid or given
6        directly or indirectly for or on account of such sales.
7        (2) In computing the number of resident purchasers or
8    the aggregate sales price under paragraph (1) (a) above,
9    there shall be excluded any purchaser or dollar amount of
10    sales price, as the case may be, with respect to any
11    security which at the time of its sale was exempt under
12    Section 3 or was registered under Section 5, 6 or 7 or was
13    sold in a transaction exempt under other subsections of
14    this Section 4.
15        (3) A prospectus or preliminary prospectus with
16    respect to a security for which a registration statement is
17    pending or effective under the Federal 1933 Act shall not
18    be deemed to constitute general advertising or general
19    solicitation in this State as such terms are used in
20    paragraph (1) (b) above, provided that such prospectus or
21    preliminary prospectus has not been sent or otherwise
22    delivered to more than 150 residents of this State.
23        (4) The Secretary of State shall by rule or regulation
24    require the filing of a report or reports of sales made in
25    reliance upon the exemption provided by this subsection G
26    and prescribe the form of such report and the time within

 

 

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1    which such report shall be filed. Such report shall set
2    forth the name and address of the issuer and of the
3    controlling person, if the sale was for the direct or
4    indirect benefit of such person, and any other information
5    deemed necessary by the Secretary of State to enforce
6    compliance with this subsection G. The Secretary of State
7    shall prescribe by rule or regulation the amount of the fee
8    for filing any such report, established pursuant to Section
9    11a of this Act, which shall not be returnable in any
10    event. The Secretary of State may impose, in such cases as
11    he or she may deem appropriate, a penalty for failure to
12    file any such report in a timely manner, but no such
13    penalty shall exceed an amount equal to five times the
14    filing fee. The contents of any such report or portion
15    thereof may be deemed confidential by the Secretary of
16    State by rule or order and if so deemed shall not be
17    disclosed to the public except by order of court or in
18    court proceedings. The failure to file any such report
19    shall not affect the availability of such exemption, but
20    such failure to file any such report shall constitute a
21    violation of subsection D of Section 12 of this Act,
22    subject to the penalties enumerated in Section 14 of this
23    Act. The civil remedies provided for in subsection A of
24    Section 13 of this Act and the civil remedies of rescission
25    and appointment of a receiver, conservator, ancillary
26    receiver or ancillary conservator provided for in

 

 

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1    subsection F of Section 13 of this Act shall not be
2    available against any person by reason of the failure to
3    file any such report or on account of the contents of any
4    such report.
5    H. Any offer, sale or issuance of a security to an
6accredited investor, whether made through a qualified Internet
7portal or otherwise, if no commission or other remuneration is
8paid or given directly or indirectly for soliciting any person
9in this State, except to broker-dealers and agents licensed in
10this State. (1) any natural person who has, or is reasonably
11believed by the person relying upon this subsection H to have,
12a net worth or joint net worth with that person's spouse, at
13the time of the offer, sale or issuance, in excess of
14$1,000,000 excluding the value of a principal residence, or (2)
15any natural person who had, or is reasonably believed by the
16person relying upon this subsection H to have had, an income or
17joint income with that person's spouse, in excess of $200,000
18in each of the two most recent years and who reasonably
19expects, or is reasonably expected to have, an income in excess
20of $200,000 in the current year, or (3) any person that is not
21a natural person and in which at least 90% of the equity
22interest is owned by persons who meet either of the tests set
23forth in clauses (1) or (2) of this subsection H; provided that
24such security is not offered or sold by means of any general
25advertising or general solicitation in this State.
26    I. Any offer, sale or issuance of securities to or for the

 

 

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1benefit of security holders of any person incident to a vote by
2such security holders pursuant to such person's organizational
3document or any applicable statute of the jurisdiction of such
4person's organization, on a merger, consolidation,
5reclassification of securities, or sale or transfer of assets
6in consideration of or exchange for securities of the same or
7another person.
8    J. Any offer, sale or issuance of securities in exchange
9for one or more outstanding securities, claims or property
10interests, or partly in such exchange and partly for cash,
11where such offer, sale or issuance is incident to a
12reorganization, recapitalization, readjustment, composition or
13settlement of a claim, as approved by a court of competent
14jurisdiction of the United States, or any state.
15    K. Any offer, sale or issuance of securities for patronage,
16or as patronage refunds, or in connection with marketing
17agreements by cooperative associations organized exclusively
18for agricultural, producer, marketing, purchasing, or consumer
19purposes; and the sale of subscriptions for or shares of stock
20of cooperative associations organized exclusively for
21agricultural, producer, marketing, purchasing, or consumer
22purposes, if no commission or other remuneration is paid or
23given directly or indirectly for or on account of such
24subscription, sale or resale, and if any person does not own
25beneficially more than 5% of the aggregate amount of issued and
26outstanding capital stock of such cooperative association.

 

 

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1    L. Offers for sale or solicitations of offers to buy (but
2not the acceptance thereof), of securities which are the
3subject of a pending registration statement filed under the
4Federal 1933 Act and which are the subject of a pending
5application for registration under this Act.
6    M. Any offer or sale of preorganization subscriptions for
7any securities prior to the incorporation, organization or
8formation of any issuer under the laws of the United States, or
9any state, or the issuance by such issuer, after its
10incorporation, organization or formation, of securities
11pursuant to such preorganization subscriptions, provided the
12number of subscribers does not exceed 25 and either (1) no
13commission or other remuneration is paid or given directly or
14indirectly for or on account of such sale or sales or issuance,
15or (2) if any commission or other remuneration is paid or given
16directly or indirectly for or on account of such sale or sales
17or issuance, the securities are not offered or sold by any
18means of general advertising or general solicitation in this
19State.
20    N. The execution of orders for purchase of securities by a
21registered salesperson and dealer, provided such persons act as
22agent for the purchaser, have made no solicitation of the order
23to purchase the securities, have no direct interest in the sale
24or distribution of the securities ordered, receive no
25commission, profit, or other compensation other than the
26commissions involved in the purchase and sale of the securities

 

 

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1and deliver to the purchaser written confirmation of the order
2which clearly identifies the commissions paid to the registered
3dealer.
4    O. Any offer, sale or issuance of securities, other than
5fractional undivided interests in an oil, gas or other mineral
6lease, right or royalty, for the direct or indirect benefit of
7the issuer thereof, or of a controlling person, whether through
8a dealer (acting either as principal or agent) or otherwise, if
9the securities sold, immediately following the sale or sales,
10together with securities already owned by the purchaser, would
11constitute 50% or more of the equity interest of any one
12issuer, provided that the number of purchasers is not more than
135 and provided further that no commission, discount or other
14remuneration exceeding 15% of the aggregate sale price of the
15securities is paid or given directly or indirectly for or on
16account of the sale or sales.
17    P. Any offer, sale or issuance of securities (except face
18amount certificate contracts and investment fund shares)
19issued by and representing an interest in an issuer which is a
20business corporation incorporated under the laws of this State,
21the purposes of which are to provide capital and supervision
22solely for the redevelopment of blighted urban areas located in
23a municipality in this State and whose assets are located
24entirely within that municipality, provided: (1) no
25commission, discount or other remuneration is paid or given
26directly or indirectly for or on account of the sale or sales

 

 

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1of such securities; (2) the aggregate amount of any securities
2of the issuer owned of record or beneficially by any one person
3will not exceed the lesser of $5,000 or 4% of the equity
4capitalization of the issuer; (3) the officers and directors of
5the corporation have been bona fide residents of the
6municipality not less than 3 years immediately preceding the
7effectiveness of the offering sheet for the securities under
8this subsection P; and (4) the issuer files with the Secretary
9of State an offering sheet descriptive of the securities
10setting forth:
11        (a) the name and address of the issuer;
12        (b) the title and total amount of securities to be
13    offered;
14        (c) the price at which the securities are to be
15    offered; and
16        (d) such additional information as the Secretary of
17    State may prescribe by rule and regulation.
18    The Secretary of State shall within a reasonable time
19examine the offering sheet so filed and, unless the Secretary
20of State shall make a determination that the offering sheet so
21filed does not conform to the requirements of this subsection
22P, shall declare the offering sheet to be effective, which
23offering sheet shall continue effective for a period of 12
24months from the date it becomes effective. The fee for
25examining the offering sheet shall be as established pursuant
26to Section 11a of this Act, and shall not be returnable in any

 

 

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1event. The Secretary of State shall by rule or regulation
2require the filing of a report or reports of sales made to
3residents of this State in reliance upon the exemption provided
4by this subsection P and prescribe the form of such report and
5the time within which such report shall be filed. The Secretary
6of State shall prescribe by rule or regulation the amount of
7the fee for filing any such report, but such fee shall not be
8less than the minimum amount nor more than the maximum amount
9established pursuant to Section 11a of this Act, and shall not
10be returnable in any event. The Secretary of State may impose,
11in such cases as he or she may deem appropriate, a penalty for
12failure to file any such report in a timely manner, but no such
13penalty shall exceed an amount equal to five times the filing
14fee. The contents of any such report shall be deemed
15confidential and shall not be disclosed to the public except by
16order of court or in court proceedings. The failure to file any
17such report shall not affect the availability of such
18exemption, but such failure to file any such report shall
19constitute a violation of subsection D of Section 12 of this
20Act, subject to the penalties enumerated in Section 14 of this
21Act. The civil remedies provided for in subsection A of Section
2213 of this Act and the civil remedies of rescission and
23appointment of a receiver, conservator, ancillary receiver or
24ancillary conservator provided for in subsection F of Section
2513 of this Act shall not be available against any person by
26reason of the failure to file any such report or on account of

 

 

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1the contents of any such report.
2    Q. Any isolated transaction, whether effected by a dealer
3or not.
4    R. Any offer, sale or issuance of a security to any person
5who purchases at least $150,000 of the securities being
6offered, where the purchaser's total purchase price does not,
7or it is reasonably believed by the person relying upon this
8subsection R that said purchase price does not, exceed 20
9percent of the purchaser's net worth at the time of sale, or if
10a natural person a joint net worth with that person's spouse,
11for one or any combination of the following: (i) cash, (ii)
12securities for which market quotations are readily available,
13(iii) an unconditional obligation to pay cash or securities for
14which quotations are readily available, which obligation is to
15be discharged within five years of the sale of the securities
16to the purchaser, or (iv) the cancellation of any indebtedness
17owed by the issuer to the purchaser; provided that such
18security is not offered or sold by means of any general
19advertising or general solicitation in this State.
20    S. Any offer, sale or issuance of a security to any person
21who is, or who is reasonably believed by the person relying
22upon this subsection S to be, a director, executive officer, or
23general partner of the issuer of the securities being offered
24or sold, or any director, executive officer, or general partner
25of a general partner of that issuer. For purposes of this
26subsection S, "executive officer" shall mean the president, any

 

 

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1vice president in charge of a principal business unit, division
2or function (such as sales, administration or finance), any
3other officer who performs a policy making function, or any
4other person who performs similar policy making functions for
5the issuer. Executive officers of subsidiaries may be deemed
6executive officers of the issuer if they perform such policy
7making functions for the issuer.
8    A document being filed pursuant to this Section 4 shall be
9deemed filed, and any fee paid pursuant to this Section 4 shall
10be deemed paid, upon the date of actual receipt thereof by the
11Secretary of State.
12    T. An offer or sale of a security by an issuer that is
13organized and, as of the time of the offer and the time of
14sale, in good standing under the laws of the State of Illinois,
15made solely to persons or entities that are, as of the time of
16the offer and time of sale, residents of the State of Illinois,
17provided:
18        (1) The offering meets all of the requirements of the
19    federal exemption for intrastate offerings provided in
20    Section 3(a)(11) of the Securities Act of 1933 (15 U.S.C.
21    77c(a)(11)) and Rule 147 adopted under the Securities Act
22    of 1933 (17 CFR 230.147).
23        (2) The aggregate purchase price of all securities sold
24    by an issuer in reliance on the exemption under this
25    subsection, within any 12-month period, does not exceed:
26    (i) $3,000,000; or (ii) $5,000,000 if the issuer has

 

 

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1    undergone and made available (directly, or through a
2    qualified Internet portal), to each prospective purchaser
3    and the Secretary of State, copies of its most recent
4    financial statements which have been audited by an
5    independent auditor and certified by a senior officer of
6    the issuer as fairly, completely, and accurately
7    presenting the financial condition of the issuer, in all
8    material respects, as of the dates indicated therein.
9    Amounts received in connection with any offer or sale to
10    any accredited investor or any of the following shall not
11    count toward the calculation of the foregoing monetary
12    limitations:
13            (a) any entity (including, without limitation, any
14        trust) in which all of the equity interests are owned
15        by (or with respect to any trust, the primary
16        beneficiaries are) persons who are accredited
17        investors or who meet one or more of the criteria in
18        subparagraphs (b) through (d) of this paragraph (2);
19            (b) with respect to participating in an offering of
20        a particular issuer, a natural person serving as an
21        officer, director, partner, or trustee of, or
22        otherwise occupying similar status or performing
23        similar functions with respect to, such issuer;
24            (c) with respect to participating in an offering of
25        a particular issuer, a natural person or entity who
26        owns 10% or more of the then aggregate outstanding

 

 

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1        voting capital securities of such issuer; or
2            (d) such other person or entity as the Secretary of
3        State may hereafter exempt by rule.
4        The Secretary of State may hereafter cumulatively
5    increase the dollar limitations provided in this
6    paragraph.
7        (3) The aggregate amount sold by an issuer to any
8    purchaser (other than an accredited investor or a person or
9    entity which meets one or more of the criteria in
10    subparagraphs (a) through (d) of paragraph (2) of this
11    subsection T) in an offering of securities made in reliance
12    on the exemption provided in this subsection T, within any
13    consecutive 12-month period, does not exceed $5,000.
14        With respect to satisfaction of the foregoing, an
15    issuer may rely on the written self-representation of a
16    purchaser as to whether such purchaser has, or has not,
17    exceeded such applicable maximum purchase limitation
18    during the applicable 12-month period, provided the issuer
19    has no knowledge, or other reason to believe, that such
20    limitation has been exceeded by the purchaser.
21        (4) The issuer:
22            (a) establishes a maximum amount and a minimum
23        amount (being no less than 50% of the maximum amount)
24        of securities to be sold and a deadline for selling (or
25        otherwise getting commitments for the purchase of) the
26        established minimum amount of securities;

 

 

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1            (b) conspicuously discloses the information
2        required pursuant to subparagraph (a) in any agreement
3        evidencing a purchaser's subscription to purchase
4        securities of the issuer and that the purchaser may
5        cancel such commitment at any time upon notice to the
6        issuer and without penalty, if the minimum target
7        offering amount is not raised on or before the proposed
8        deadline; and
9            (c) enters into an escrow agreement with a
10        qualified escrowee providing that, at a minimum:
11                (i) all funds to be received in connection with
12            the proposed offering shall be delivered to, and
13            held by, the qualified escrowee pursuant to the
14            terms of the escrow agreement; and
15                (ii) the issuer shall not have access to the
16            escrow funds, or any portion thereof, until the
17            aggregate funds received by the qualified escrowee
18            in connection with the proposed offering equals or
19            exceeds the minimum amount of securities to be sold
20            as established by the issuer.
21        (5) The issuer has made available, to each prospective
22    purchaser and the Secretary of State, copies of its most
23    recent financial statements personally certified by one or
24    more senior officers of the issuer as fairly, completely,
25    and accurately presenting the financial condition of the
26    issuer, in all material respects, as of the dates indicated

 

 

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1    therein.
2        (6) No commission or other remuneration is paid or
3    given directly or indirectly to any person or entity
4    (including, without limitation, any qualified Internet
5    portal) for soliciting any person in this State, except to
6    broker-dealers and agents licensed in this State.
7        (7) Not less than 5 days before the earlier of the
8    first sale of securities made in reliance on the exemption
9    provided in this subsection T, or the use of any general
10    solicitation with respect thereto (other than a general
11    announcement made by (or on behalf of) an issuer in
12    accordance with paragraph (13) of this subsection T), the
13    issuer:
14            (a) files a notice with the Secretary of State, in
15        a written or electronic form as prescribed by the
16        Secretary of State (which form the Secretary of State
17        shall make available on the Secretary of State's
18        Internet website), which specifies that the issuer
19        intends to make an offering of securities in reliance
20        on the exemption provided in this subsection T and
21        which includes the names and addresses of: (i) the
22        issuer; (ii) all persons or qualified Internet portals
23        that will sell or offer to sell the security on behalf
24        of the issuer; and (iii) the qualified escrowee engaged
25        to escrow the funds from the subject offering; further,
26        for so long as the offering remains open, the issuer

 

 

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1        shall file a new notice with the Secretary of State
2        (without additional charge, provided such notice is
3        identified as an amendment to a previously filed
4        notice) if any previously provided non-fraudulent
5        information has materially changed or has since become
6        erroneous, false, or materially misleading;
7            (b) delivers a fully executed copy of the escrow
8        agreement required pursuant to subparagraph (c) of
9        paragraph (4); further, for so long as the offering
10        remains open, the issuer shall promptly deliver to the
11        Secretary of State a fully executed copy of all
12        amendments to the escrow agreement; the information
13        provided pursuant to this subparagraph (b) shall not be
14        a public record and shall not be available for public
15        inspection; and
16            (c) pays the notification filing fee established
17        under Section 11a of this Act.
18        The Secretary of State shall, within a reasonable time,
19    examine the materials filed pursuant to this paragraph (7)
20    and, unless the Secretary of State notifies the issuer (or
21    the qualified Internet portal, to the extent used), on or
22    before the initial commencement date of the offering, of
23    his or her determination that any one or more of the filed
24    materials fails to conform to the requirements of this
25    subsection T, the proposed offering shall be deemed
26    permitted.

 

 

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1        The Secretary of State shall prescribe by rule the
2    amount of the fee for filing the notice required in
3    subparagraph (a), established pursuant to Section 11a of
4    this Act, which shall not be returnable in any event. The
5    Secretary of State may impose, in such cases as he or she
6    may deem appropriate, a penalty for failure to file any
7    such notice in a timely manner, but no such penalty shall
8    exceed an amount equal to 5 times the filing fee. The
9    contents of any such notice or portion thereof may be
10    deemed confidential by the Secretary of State by rule or
11    order and if so deemed shall not be disclosed to the public
12    except by order of court or in court proceedings. The
13    failure to file any such notice does not affect the
14    availability of such exemption, but such failure to file
15    any such report constitutes a violation of subsection D of
16    Section 12 of this Act, subject to the penalties in Section
17    14 of this Act.
18        (8) The issuer provides a copy of the escrow agreement
19    and all other documents or information then provided to the
20    Secretary of State under subparagraph (a) or (b) of
21    paragraph (7) to each prospective purchaser at the time the
22    offer of securities is made. Further, for so long as the
23    offering remains open, the issuer is required to promptly
24    provide to each prospective and completed purchaser a copy
25    of all replacements, modifications, attachments, updates,
26    or other information provided to the Secretary of State

 

 

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1    pursuant to subparagraph (a) or (b) of paragraph (7). An
2    issuer may satisfy the reporting requirement of this
3    paragraph (8) by making the information available, in a
4    printable format, on its own website or through a qualified
5    Internet portal provided such information is promptly made
6    available by the issuer and the issuer promptly alerts each
7    prospective purchaser or completed purchaser of the
8    availability of the information.
9        (9) All payments for purchase of securities offered
10    pursuant to the exemption provided under this subsection T
11    are made directly to, and held by, the qualified escrowee
12    identified in the escrow agreement required pursuant to
13    subparagraph (c) of paragraph (4).
14        (10) The issuer includes each of the following in one
15    or more of the offering materials delivered to a
16    prospective purchaser, or to which a prospective purchaser
17    has been granted electronic access, in connection with the
18    offering:
19            (a) a description of the issuer, its type of
20        entity, the address, and telephone number of its
21        principal office;
22            (b) a reasonably detailed description of the
23        intended use of the offering proceeds, including any
24        amounts to be paid, as compensation or otherwise, to
25        any owner, executive officer, director, managing
26        member, or other person occupying a similar status or

 

 

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1        performing similar functions on behalf of the issuer;
2            (c) the identity of all persons owning more than
3        10% of the voting capital securities of the issuer;
4            (d) the identity of the executive officers,
5        directors, managing members, and other persons
6        occupying a similar status or performing similar
7        functions in the name of and on behalf of the issuer,
8        including their titles and a reasonably detailed
9        description of their prior experience;
10            (e) the identity of any person or entity who has
11        been or will be retained by the issuer to assist the
12        issuer in conducting the offering and sale of the
13        securities (including all qualified Internet portals
14        but excluding persons acting solely as accountants or
15        attorneys and employees whose primary job
16        responsibilities involve the operating business of the
17        issuer rather than assisting the issuer in raising
18        capital) and a description of the consideration being
19        paid to each such person or entity for such assistance;
20            (f) any additional information material to the
21        offering, including a description of significant
22        factors that make the offering speculative or risky for
23        the purchaser;
24            (g) the information required pursuant to
25        subparagraphs (a) and (b) of paragraph (4) of this
26        subsection T;

 

 

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1            (h) such other information as the Secretary of
2        State may hereafter require by rule.
3        (11) The issuer (directly or through a qualified
4    Internet portal) requires each purchaser to certify, in
5    writing or electronically, that the purchaser:
6            (a) is a resident of the State of Illinois;
7            (b) understands that he or she is investing in a
8        high-risk, highly speculative, business venture, that
9        he or she may lose all of his or her investment, and
10        that he or she can afford such a loss of his or her
11        investment;
12            (c) understands that the securities being offered
13        are highly illiquid, that there is no ready market for
14        the sale of such securities, that it may be difficult
15        or impossible for purchaser to sell or otherwise
16        dispose of such securities, and (where applicable)
17        that purchaser may be required to hold the securities
18        for an indefinite period of time; and
19            (d) understands that purchaser may be subject to
20        the payment of certain taxes with respect to the
21        securities being purchased whether or not purchaser
22        has sold, or otherwise disposed of, such securities or
23        whether purchaser has received any distributions or
24        other amounts from the issuer.
25        (12) The issuer (directly or through a qualified
26    Internet portal) obtains from each purchaser of a security

 

 

HB3429- 29 -LRB099 04381 JLS 29575 b

1    offered under this subsection T evidence that the purchaser
2    is a resident of this State and, if applicable, is an
3    accredited investor. Without limiting the generality of
4    the foregoing, and not to the exclusion of other reasonable
5    methods which may be used by the issuer in connection with
6    the foregoing, an issuer may rely:
7            (a) on a copy of a valid driver's license or
8        State-issued identification (or third-party
9        verification based on a purchaser's valid driver's
10        license or State-issued identification information) or
11        verification (independently or by a third-party) of
12        the state of origination of the purchaser's Internet
13        Protocol (IP) address for purposes of establishing an
14        individual purchaser's residence, provided the issuer
15        has no knowledge, or other reason to believe, that the
16        individual purchaser is not a resident of the State;
17        and
18            (b) on representations signed, in writing or
19        electronically, by a purchaser for purposes of
20        establishing such purchaser's status as an accredited
21        investor, provided the issuer has no knowledge, or
22        other reason to believe, that such representations
23        are, or may be, false in whole or in part.
24        (13) The issuer (and, to the extent a qualified
25    Internet portal is used, such qualified Internet portal)
26    takes commercially reasonable measures to limit access to

 

 

HB3429- 30 -LRB099 04381 JLS 29575 b

1    any information concerning the offer or sale of the subject
2    securities to residents of this State. Notwithstanding the
3    foregoing, an issuer is permitted to disseminate (and is
4    not deemed in violation of this paragraph (13) for
5    disseminating) through a qualified Internet portal or
6    otherwise a general announcement regarding the issuer's
7    intent to make an offer in reliance on the exemption under
8    this subsection T, so long as such general announcement
9    contains a statement making it clear that the offering is
10    directed only to residents of this State and the
11    information provided in such general announcement is
12    limited only to one or more of the following:
13            (a) a statement that the issuer is conducting an
14        offering in reliance on the exemption under this
15        subsection T;
16            (b) the name and web address of a qualified
17        Internet portal conducting the offering;
18            (c) the minimum and maximum amount of the offering;
19        or
20            (d) factual information about the legal identity
21        and business location of the issuer, limited to: the
22        name of the issuer; the address, phone number, and
23        website (if any) of the issuer; a one-sentence
24        description of the business of the issuer; or the
25        contact information of a representative of the issuer.
26        (14) The issuer (and, to the extent a qualified

 

 

HB3429- 31 -LRB099 04381 JLS 29575 b

1    Internet portal is used, the entity maintaining such
2    qualified Internet portal) reasonably believes that all
3    purchasers are purchasing for investment and not for sale
4    in connection with a distribution of the security.
5        (15) Until no securities issued under this exemption
6    are outstanding, the issuer shall provide quarterly to each
7    purchaser, free of charge, internally or accountant
8    prepared quarterly financial statements of the issuer,
9    certified by a senior officer of the issuer as fairly,
10    completely, and accurately presenting the financial
11    condition of the issuer, in all material respects, as of
12    the dates indicated therein. An issuer may satisfy the
13    reporting requirement of this paragraph (15) by making the
14    information available on its own website or through a
15    qualified Internet portal if the information is made
16    available within 45 days after the end of each fiscal
17    quarter, the information remains available until the
18    succeeding quarterly report is issued, and the issuer
19    promptly alerts each purchaser of the availability of the
20    information.
21        (16) The issuer (and to the extent a qualified Internet
22    portal is used, such qualified Internet portal) maintains
23    records of all offers and sales of securities made pursuant
24    to the exemption granted by this subsection T and provides
25    ready access to such records to the Secretary of State,
26    upon notice from the Secretary of State.

 

 

HB3429- 32 -LRB099 04381 JLS 29575 b

1        (17) The issuer is not, either before or as a result of
2    the offering:
3            (a) an investment company, as defined in Section 3
4        of the Investment Company Act of 1940 (15 U.S.C.
5        80a-3), as amended and in effect (unless the issuer
6        qualifies for exclusion from such definition pursuant
7        to one or more of the exceptions provided in Section
8        3(c) of the Investment Company Act of 1940, any other
9        provision of the Investment Company Act of 1940, or any
10        administrative rule or regulation promulgated with
11        respect to the Investment Company Act of 1940 or in
12        connection therewith); or
13            (b) subject to the reporting requirements of
14        Section 13 or 15(d) of the Securities Exchange Act of
15        1934 (15 U.S.C. 78m or 15 U.S.C. 78o(d).
16        (18) Neither the issuer, nor any person affiliated with
17    the issuer (either before or as a result of the offering),
18    nor the offering itself, nor the qualified Internet portal
19    (to the extent used) is subject to disqualification
20    established by the Secretary of State by rule or contained
21    in the Securities Act of 1933 (15 U.S.C. 77c(a)(11)) and
22    Rule 147 adopted under the Securities Act of 1933 (17 CFR
23    230.147), unless both of the following are met:
24            (a) on a showing of good cause and without
25        prejudice to any other action by the Secretary of
26        State, the Secretary of State determines that it is not

 

 

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1        necessary under the circumstances that an exemption is
2        denied; and
3            (b) the issuer establishes that it made a factual
4        inquiry into whether any disqualification existed
5        under this paragraph (18), but did not know, and in the
6        exercise of reasonable care could not have known, that
7        a disqualification existed under this paragraph (18);
8        the nature and scope of the requisite inquiry will vary
9        based on the circumstances of the issuer and the other
10        offering participants.
11(Source: P.A. 90-70, eff. 7-8-97; 91-809, eff. 1-1-01.)
 
12    (815 ILCS 5/8d new)
13    Sec. 8d. Offerings made through qualified Internet
14portals. An issuer shall make an offering or sale of
15securities pursuant to subsection T of Section 4 of this Act
16through the use of one or more qualified Internet portals,
17subject to the following:
18        (a) The Internet portal shall at all times be owned by
19    a corporation or other legal entity which is either
20    organized under the laws of, or is otherwise registered to
21    do business in, this State, and the entity shall be in good
22    standing in this State as of the date of the proposed
23    offering of securities.
24        (b) The Internet portal shall establish and maintain
25    commercially reasonable measures to limit access to any

 

 

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1    information concerning an offer or sale of the subject
2    securities (other than information permitted of the type
3    permitted in connection with a general announcement by the
4    issuer pursuant to paragraph (13) of subsection T of
5    Section 4) to only residents of this State. Without
6    limiting the generality of the foregoing, and not to the
7    exclusion of other reasonable methods which may be utilized
8    by the Internet portal in connection with the foregoing, an
9    Internet portal may rely:
10            (i) for purposes of access to offering materials in
11        connection with a proposed offering, a representation
12        signed, in writing or electronically, by an individual
13        prospective purchaser, or verification (independently
14        or by a third-party) of the state of origination of the
15        purchaser's Internet Protocol (IP) address, for
16        purposes of establishing such purchaser's residence,
17        provided the entity maintaining the Internet portal
18        has no knowledge, or other reason to believe, that the
19        individual purchaser is not a resident of the State;
20        and
21            (ii) in connection with an actual purchase and sale
22        of a security pursuant to a proposed offering, on a
23        copy of a valid driver's license or State-issued
24        identification (or third-party verification based on a
25        purchaser's valid driver's license or State-issued
26        identification information) or verification

 

 

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1        (independently or by a third-party) of the state of
2        origination of the purchaser's Internet Protocol (IP)
3        address for purposes of establishing an individual
4        purchaser's residence, provided the issuer has no
5        knowledge, or other reason to believe, that the
6        individual purchaser is not a resident of the State.
7        (c) The Internet portal shall establish and maintain
8    (during the time the offering appears on the Internet
9    portal) a secure method of communication through the
10    Internet portal itself that will permit potential
11    investors to communicate with one another and with
12    representatives of the issuer about the offering. Further,
13    the foregoing communications must be made visible and
14    accessible (at all times during the time the offering
15    appears on the Internet portal) to all those with access to
16    the offering materials of the issuer.
17        (d) The Internet portal shall establish and maintain a
18    secure method of communication through the Internet portal
19    itself that will permit the issuer and purchasers to
20    communicate with one another.
21        (e) The Internet portal:
22            (1) shall be a registered broker-dealer under the
23        Securities Exchange Act of 1934 (15 U.S.C. 78o);
24            (2) shall be a funding portal registered under the
25        Securities Act of 1933 (15 U.S.C. 77d-1) and the
26        Securities and Exchange Commission has adopted rules

 

 

HB3429- 36 -LRB099 04381 JLS 29575 b

1        under authority of Section 3(h) of the Securities
2        Exchange Act of 1934 (15 U.S.C. 78c) and Section 304 of
3        the Jumpstart Our Business Startups Act (P.L. 112-106)
4        governing funding portals;
5            (3) shall be a dealer or an investment advisor
6        registered under this Act as of the date of any offer
7        or sale of securities made through the Internet portal;
8        or
9            (4) shall, to the extent it meets the
10        qualifications for exemption from registration
11        pursuant to subsection (g) of this Section:
12                (A) file, not later than 30 days before the
13            date of the first offer or sale of securities made
14            within this State, an application for
15            qualification (or renewal of qualification, as
16            applicable) as a qualified Internet portal with
17            the Secretary of State, in writing or in electronic
18            form as prescribed by the Secretary of State, which
19            the Secretary of State shall make available as an
20            electronic document on the Secretary of State's
21            Internet website, containing such information and
22            required deliveries as specified therein; and
23                (B) pay the application filing fee established
24            under Section 11a of this Act; the Secretary of
25            State shall, within a reasonable time, examine the
26            filed application and other materials filed and,

 

 

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1            unless the Secretary of State notifies the
2            Internet portal of the rejection of such
3            application (or renewal application, as
4            applicable) on or before the initial commencement
5            date of the offering, the Internet portal shall be
6            deemed to be a qualified Internet portal for
7            purposes of this Act.
8        (f) If any change occurs in the information submitted
9    by, or on behalf of, an Internet portal to the Secretary of
10    State, the Internet portal shall notify the Secretary of
11    State within 10 days after such change occurs and shall
12    provide the Secretary of State with such additional
13    information (if any) requested by the Secretary of State in
14    connection therewith.
15        (g) Notwithstanding anything contained in this Act to
16    the contrary, neither an Internet portal nor its owning or
17    operating entity is required to register as a dealer or an
18    investment advisor under this Act if each of the following
19    applies with respect to the Internet portal and its owning
20    or operating entity:
21            (1) It does not solicit purchases, sales, or offers
22        to buy the securities offered or displayed on the
23        Internet portal.
24            (2) It does not collect or hold funds in connection
25        with any purchase, sale, or offer to buy any securities
26        offered or displayed on the Internet portal.

 

 

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1            (3) It does not compensate employees, agents, or
2        other persons for the solicitation or based on the sale
3        of securities displayed or referenced on the Internet
4        portal.
5            (4) It is not compensated based on the amount of
6        securities sold.
7            (5) The fee it charges an issuer for an offering of
8        securities on the Internet portal is a fixed amount for
9        each offering, a variable amount based on the length of
10        time that the securities are offered on the Internet
11        portal, a variable amount based on the total proposed
12        offering amount, or any combination of such fixed and
13        variable amounts.
14            (6) It does not offer investment advice or
15        recommendations; however, an Internet portal is not
16        deemed to be offering investment advice or
17        recommendations simply by virtue of:
18                (A) selecting transactions in which the
19            Internet portal shall serve as an intermediary;
20                (B) establishing reasonable selection criteria
21            for an issuer to meet in order to establish an
22            offer or sale of securities through the Internet
23            portal;
24                (C) establishing reasonable selection criteria
25            for a potential purchaser to meet in order to
26            participate in an offer or sale of securities made

 

 

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1            through the Internet portal; or
2                (D) terminating an issuer transaction at any
3            time before the first sale of the securities of
4            such issuer if the Internet portal determines such
5            action is appropriate, after reasonable due
6            diligence, to protect potential purchasers, and
7            the Internet portal is able to direct the qualified
8            escrowee to return all funds then provided by
9            potential purchasers, if any.
10            (7) It does not engage in such other activities as
11        the Secretary of State, by rule, determines are
12        prohibited.
13        (h) Upon completion of an offering made pursuant to
14    subsection T of Section 4, each qualified Internet portal
15    involved with the transactions (and the issuer, to the
16    extent applicable) shall store any and all electronic
17    materials related to the completed offering (including
18    copies of all offering documents, all offering materials,
19    and all purchaser information) on a secure, non-public,
20    server or in such other manner as the Secretary of State
21    may hereafter deem acceptable by rule.
 
22    (815 ILCS 5/11a)  (from Ch. 121 1/2, par. 137.11a)
23    Sec. 11a. Fees.
24    (1) The Secretary of State shall by rule or regulation
25impose and shall collect reasonable fees necessary for the

 

 

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1administration of this Act including, but not limited to, fees
2for the following purposes:
3        (a) filing an application pursuant to paragraph (2) of
4    subsection F of Section 4 of this Act;
5        (b) examining an application and report pursuant to
6    paragraph (2) of subsection F of Section 4 of this Act;
7        (c) filing a report pursuant to subsection G of Section
8    4 of this Act, determined in accordance with paragraph (4)
9    of subsection G of Section 4 of this Act;
10        (d) examining an offering sheet pursuant to subsection
11    P of Section 4 of this Act;
12        (e) filing a report pursuant to subsection P of Section
13    4, determined in accordance with subsection P of Section 4
14    of this Act;
15        (f) examining an application to register securities
16    under subsection B of Section 5 of this Act;
17        (g) examining an amended or supplemental prospectus
18    filed pursuant to the undertaking required by
19    sub-paragraph (i) of paragraph (2) of subsection B of
20    Section 5 of this Act;
21        (h) registering or renewing registration of securities
22    under Section 5, determined in accordance with subsection C
23    of Section 5 of this Act;
24        (i) registering securities in excess of the amount
25    initially registered, determined in accordance with
26    paragraph (2) of subsection C of Section 5 of this Act;

 

 

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1        (j) failure to file timely an application for renewal
2    under subsection E of Section 5 of this Act;
3        (k) failure to file timely any document or information
4    required under Section 5 of this Act;
5        (l) examining an application to register face amount
6    certificate contracts under subsection B of Section 6 of
7    this Act;
8        (m) examining an amended or supplemental prospectus
9    filed pursuant to the undertaking required by
10    sub-paragraph (f) of paragraph (2) of subsection B of
11    Section 6 of this Act;
12        (n) registering or renewing registration of face
13    amount certificate contracts under Section 6 of this Act;
14        (o) amending a registration of face amount certificate
15    contracts pursuant to subsection E of Section 6 of this Act
16    to add any additional series, type or class of contract;
17        (p) failure to file timely an application for renewal
18    under subsection F of Section 6 of this Act;
19        (q) adding to or withdrawing from deposits with respect
20    to face amount certificate contracts pursuant to
21    subsection H of Section 6, a transaction charge payable at
22    the times and in the manner specified in subsection H of
23    Section 6 (which transaction charge shall be in addition to
24    the annual fee called for by subsection H of Section 6 of
25    this Act);
26        (r) failure to file timely any document or information

 

 

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1    required under Section 6 of this Act;
2        (s) examining an application to register investment
3    fund shares under subsection B of Section 7 of this Act;
4        (t) examining an amended or supplemental prospectus
5    filed pursuant to the undertaking required by
6    sub-paragraph (f) of paragraph (2) of subsection B of
7    Section 7 of this Act;
8        (u) registering or renewing registration of investment
9    fund shares under Section 7 of this Act;
10        (v) amending a registration of investment fund shares
11    pursuant to subsection D of Section 7 of this Act to
12    register an additional class or classes of investment fund
13    shares;
14        (w) failure to file timely an application for renewal
15    under paragraph (l) of subsection G of Section 7 of this
16    Act;
17        (x) examining an application for renewal of
18    registration of investment fund shares under paragraph (2)
19    of subsection G of Section 7 of this Act;
20        (y) failure to file timely any document or information
21    required under Section 7 of this Act;
22        (z) filing an application for registration or
23    re-registration of a dealer or limited Canadian dealer
24    under Section 8 of this Act for each office in this State;
25        (aa) in connection with an application for the
26    registration or re-registration of a salesperson under

 

 

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1    Section 8 of or this Act, for the following purposes:
2            (i) filing an application;
3            (ii) a Securities Audit and Enforcement Fund fee;
4        and
5            (iii) a notification filing of federal covered
6        investment advisers;
7        (bb) in connection with an application for the
8    registration or re-registration of an investment adviser
9    under Section 8 of this Act;
10        (cc) failure to file timely any document or information
11    required under Section 8 of this Act;
12        (dd) filing a consent to service of process under
13    Section 10 of this Act;
14        (ee) issuing a certificate pursuant to subsection B of
15    Section 15 of this Act;
16        (ff) issuing a certified copy pursuant to subsection C
17    of Section 15 of this Act;
18        (gg) issuing a non-binding statement pursuant to
19    Section 15a of this Act;
20        (hh) filings by Notification under Section 2a;
21        (ii) notification filing of federal Regulation D,
22    Section 506 offering under the Federal 1933 Act;
23        (jj) notification filing of securities and closed-end
24    investment company securities;
25        (kk) notification filing of face amount certificate
26    contracts;

 

 

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1        (ll) notification filing of open-end investment
2    company securities;
3        (mm) filing a report pursuant to subsection D of
4    Section 4 of this Act;
5        (nn) in connection with the filing of an application
6    for registration or re-registration of an investment
7    adviser representative under subsection D of Section 8 of
8    this Act; .
9        (oo) filing a notice pursuant to paragraph (6) of
10    subsection T of Section 4 of this Act; and
11        (pp) applying for qualification, or renewing
12    qualification, as a qualified Internet portal pursuant to
13    paragraph (iv) of subsection (b) of Section 8d of this Act.
14    (2) The Secretary of State may, by rule or regulation,
15raise or lower any fee imposed by, and which he or she is
16authorized by law to collect under, this Act.
17(Source: P.A. 90-70, eff. 7-8-97; 91-357, eff. 7-29-99; revised
1812-11-14.)
 
19    (815 ILCS 5/18.1)
20    Sec. 18.1. Additional fees. In addition to any other fee
21that the Secretary of State may impose and collect pursuant to
22the authority contained in Sections 4, 8, and 11a of this Act,
23beginning on July 1, 2003 the Secretary of State shall also
24collect the following additional fees:
 

 

 

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1Securities offered or sold under the Uniform
2Limited Offering Exemption Pursuant to
3Section 4.D of the Act............................$100
4Securities offered or sold under the Uniform
5Limited Offering Exemption pursuant to subsection
6T of Section 4 of this Act. $100
7Registration and renewal of a dealer..............$300
8Registration and renewal of a qualified Internet
9portal. $300
10Registration and renewal of an investment adviser.$200
11Federal covered investment adviser notification
12filing and annual notification filing.............$200
13Registration and renewal of a salesperson.........$75
14Registration and renewal of an investment adviser
15representative and a federal covered
16investment adviser representative.................$75
17    Investment fund shares notification filing and annual
18notification filing: $800 plus $80 for each series, class, or
19portfolio.
20    All fees collected by the Secretary of State pursuant to
21this amendatory Act of the 93rd General Assembly shall be
22deposited into the General Revenue Fund in the State treasury.
23(Source: P.A. 93-32, eff. 7-1-03.)

 

 

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1 INDEX
2 Statutes amended in order of appearance
3    815 ILCS 5/2.34 new
4    815 ILCS 5/2.35 new
5    815 ILCS 5/2.36 new
6    815 ILCS 5/4from Ch. 121 1/2, par. 137.4
7    815 ILCS 5/8d new
8    815 ILCS 5/11afrom Ch. 121 1/2, par. 137.11a
9    815 ILCS 5/18.1