2. For Rule 506 offerings which are addressed by Section 18(d)(4)(D) of the Securities Act of 1933, the Securities and Exchange Commission requires the filing of Form D. See Rule 503. When an issuer meets the conditions of Rule 506, Section 302(c) is intended to limit required state filings to no more than a requirement of filing a copy of Form D, including the Appendix, a consent to service of process, and a fee.

3. The definition of "filing" in Section 102(8) will permit states to receive electronic filing of records under this Section. An administrator may also accept under this Section a signed consent filed electronically with a designee of the administrator. See Section 105.

4. If a State prefers to have the fees in this section established by rule, replace the phrase "a fee of $[___]" in subsections (a), (b), and (c) with the phrase "a fee established by the administrator by rule". See Comment 3 to Section 410.

Maine Comments

1. The "registration by notification" provision (§10402 of the Revised Maine Securities Act) is omitted because issuers rarely used it to register their securities. The issuers who are able to utilize the notice filing provisions for federal covered securities in Section 18(b)(2) of the federal Securities Act of 1933 are not the same issuers who qualified to use the "registration by notification" provision of the Revised Maine Securities Act.

2. Section 16302(3): A notice filing under this subsection made between 16 and 30 days after the first sale in this State is effective so long as the notice filer pays the late filing fee. A notice filing made after 30 days is not effective. The first sale in this State occurs when the investor delivers to the offeror either the funds to purchase the investment or a signed subscription agreement evidencing an intention to invest such funds.

§16303.__Securities registration by coordination

1.__Registration permitted.__A security for which a registration statement has been filed under the federal Securities Act of 1933 in connection with the same offering may be registered by coordination under this section.