Perkins Article to Appear in National Publication
Posted in Real Estate Syndications on July 19, 2009
Eric Perkins' article on tips for becoming a successful sponsor of securitized tenant-in-common programs is scheduled to appear in the September issue of "The Practical Real Estate Lawyer" published by the American Law Institute/American Bar Association. For more information, visit www.ali-aba.org.
Virginia Blue Sky Securities Compliance Update for Regulation D/Rule 506 Private Placements
Posted in Real Estate Syndications on July 10, 2009
Real estate sponsors, promoters, and other issuers of securities in Regulation D/Rule 506 private offerings should take note of two modest rule changes under the Virginia Securities Act that went into effect July 1, 2009:
1. Form U-2 (Consent to Service of Process) is no longer required. Because the new version of SEC Form D incorporates the same substantive elements of Form U-2, Virginia has now joined other states in dropping the Form U-2 filing requirement in connection with Rule 506 offerings.
2. New language clarifies that the version of SEC Form D to be filed with the Virginia Division of Securities and Retail Franchising is the new version of Form D adopted by the SEC in September 2008. Further, the document to file in Virginia is the same one “as filed” with the SEC (i.e., Form D filings with the SEC and the Commonwealth of Virginia should provide the same information).
While the North American Securities Administrators Association is working on a “one stop” Form D filing platform that will allow Regulation D issuers to submit state notice filings electronically through one Web site, that is likely a long-term project. Until then, while Form Ds must be filed with the SEC electronically via EDGAR, state blue sky notice filings must continue to be filed by mail.
Regulation D issuers would be smart not to underestimate the importance of blue sky compliance as even a seemingly minor, technical violation of the applicable securities laws could have disastrous results.