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RULE §104.4Registration of Securities--Review of Applications

(a) Within seven days of receipt by the Agency of an application to register securities, if the application does not contain all required information, the Registration Division will send a written deficiency letter to the applicant setting forth a list of items or exhibits that have not been filed and that, pursuant to requirements of the Texas Securities Act or Board rules, must be filed with the Agency.

(b) Within 45 days of receipt by the Agency of all requested items and exhibits necessary in order to analyze the offering, the Registration Division shall review the application and shall send a written initial comment letter setting forth deviations from the substantive requirements of the Act or Board rules relating to the registration of securities. This process may be repeated if the applicant suggests that alternatives be considered, or the applicant's response does not resolve substantive issues.

(c) Written communications between the Registration Division and the applicant may be transmitted by facsimile, email, U.S. mail, or other more timely means of communication.

(d) An application is complete and accepted for filing upon receipt by the Agency of the following:

  (1) all items and exhibits required to be filed with the Agency as set forth in paragraphs (a) - (c) of this section; and

  (2) complete responses to all comments raised by the division staff pursuant to subsections (b) and (c) of this section.

(e) Within 21 days of receipt by the Agency of a complete application, the division staff shall review the applicant's responses to initial and subsequent comments, if any, and make a recommendation to either grant, deny, or allow withdrawal of the application.

(f) Within 14 days of the division staff's recommendation the application shall be reviewed by the Director (or Assistant Director) of the Registration Division and the Deputy Commissioner and/or Securities Commissioner. Additional comments, if any, raised at these stages of review must be communicated to the applicant immediately.

(g) The final decision to grant, deny, or allow withdrawal of the application must be made and communicated to the applicant within 14 days of the latter of:

  (1) the division staff's recommendation, or

  (2) the receipt by the Agency of complete responses to any additional comments raised pursuant to subsection (f) of this section.

Source Note: The provisions of this §104.4 adopted to be effective May 17, 1988, 13 TexReg 2160; amended to be effective March 14, 1999, 24 TexReg 1769; amended to be effective August 10, 2003, 28 TexReg 5991; amended to be effective October 6, 2015, 40 TexReg 6888

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