A company must file this notice within 15 days after the first sale of securities in the offering.
An amendment is required annually if the offering is ongoing for more than 12 months, or if certain of the information in the notice changes.
Some possible penalties include: Civil fines: The SEC can impose civil fines on companies that fail to file Form D on time or at all.
Form D is a requirement under Regulation D, which governs private placements of securities. A private placement is a capital-raising event that involves the sale of securities to a relatively small number of select investors.
Form D is signed by the Auditor to support the value of shares. Name and address of seller. Name and address of the buyer. Sale value of the shares.
Reg D offerings are generally restricted to accredited investors, who are defined as individuals with a net worth of at least $1 million, or an annual income of $200,000 or more (or $300,000 for joint income).
You will need to print the completed form, have it notarized, and fax it to the SEC before obtaining your CIK and CCC numbers. The SEC provides you with these numbers by sending a message to the e-mail address required to be included in the completed information form.
Use Form 1040-X, Amended U.S. Individual Income Tax Return, and follow the instructions. You should amend your return if you reported certain items incorrectly on the original return, such as filing status, dependents, total income, deductions or credits.
Basic Requirements Petition for Amendment/Conversion of license. Authenticated copy of the Board Resolution approving the amendments/conversion. Monitoring/Clearance from appropriate Department of the Commission Endorsement/Clearance from appropriate government agencies.
File your Form D Go to EDGAR and log in using your CIK and access codes. Choose “Form D” under “Make a Filing.” After you complete and submit your Form D, an email message will notify you of the status of your submission.