Senate Counsel, Research
and Fiscal Analysis
Minnesota Senate Bldg.
95 University Avenue W. Suite 3300
St. Paul, MN 55155
(651) 296-4791
Alexis C. Stangl
Director
   Senate   
State of Minnesota
 
 
 
 
 
H.F. No. 444 - MNvest Securities Registration
 
Author: Senator Eric R. Pratt
 
Prepared By:
 
Date: March 6, 2017



 

The Securities and Exchange Commission (SEC) adopted new regulations regarding the exemption of securities offered for sale within a state to residents of that state. The SEC intends for these changes to facilitate crowdfunding under state securities law, such as the MNvest securities exemption adopted in 2015. This bill makes clarifying and technical changes to the MNvest statute to incorporate these federal regulatory changes.

Section 1, subd. 1. Definitions. Changes the definition of “MNvest issuer” to entities that have their principal place of business and are conducting business in Minnesota. Defines “purchaser” and makes technical changes.

Subd. 3. MNvest offering. Provides that sales of securities under this section will not be integrated with other sales of securities or offerings if certain requirements are met. Requires that MNvest offerings indicate that they are to Minnesota residents only. Makes technical changes.

Subd. 4. Required disclosures to prospective MNvest offering purchasers. Requires that disclosure documents and certificates include a statement that sales will be made only to Minnesota residents, and resale for six months after the original sale must be to a Minnesota resident. Makes technical changes.

Subd. 6. MNvest portal. Makes technical changes.

Subd. 7. Portal operator. Provides the title of the Portal Operator Registration Form.

Subd. 9. Bad actor disqualification. Adds that the bad actions of a “governor” of a limited liability company is a position that can lead to the disqualification of an entity from the sale of securities under this section.

Subd. 10. Residence of purchasers. Provides that sales of securities under this section may only be made to Minnesota residents, with definitions of residency for entities, individuals, and trusts.

 
Check on the status of this bill
 
Back to Senate Counsel and Research Bill Summaries page
 

 
This page is maintained by the Office of Senate Counsel, Research, and Fiscal Analysis for the Minnesota Senate.
 
Last review or update: 03/06/2017
 
If you see any errors on this page, please e-mail us at webmaster@senate.mn