North Carolina Administrative Code

18 NCAC 05B .0402 MINIMUM STANDARDS FOR INDEXING AND FILING UCC RECORDS History Note: Authority G.S. 25-9-526; Temporary Adoption Eff. July 2, 2001; Temporary Adoption Expired Eff. March 29, 2002.

18 NCAC 05B .0403 DOCUMENT FILING, REVIEW, AND ACKNOWLEDGMENT (a) Date and time stamp. The date and time of receipt shall be noted on the document or otherwise permanently associated with the record maintained for a UCC document in the UCC information management system at the ear…

18 NCAC 05B .0404 ENTRY OF INDIVIDUAL AND ORGANIZATIONAL NAMES (a) This Rule sets forth basic indexing procedures for UCC documents and subsequently provides index retrieval information to persons who search the indexes for UCC data in the information management system. (b) The n…

18 NCAC 05B .0405 FILING DATES AND LAPSE CALCULATIONS (a) The filing date of a UCC document shall be the date the UCC document is received with the proper processing fee if the filing office is open to the public on that date or, if the filing office not so open on the date, the …

18 NCAC 05B .0406 FILING ERRORS (a) The filing office may correct the errors of the filing officer personnel in the UCC information management system at any time. If the correction occurs after the filing officer has issued a certification date, the filing officer shall file an a…

18 NCAC 05B .0407 DESIGNATED NAME FIELDS A filing shall designate whether a name is a name of an individual or an organization and, if an individual also designates the first, middle and last names and any suffix. When this is done, the following rules shall apply: (1) Organizati…

18 NCAC 05B .0408 VERIFICATION OF DATA ENTRY The filing officer shall use visual verification to verify the accuracy of data entry tasks. History Note: Authority G.S. 25-9-519; 25-9-526; Temporary Adoption Eff. July 2, 2001; Eff. August 1, 2002; Pursuant to G.S. 150B-21.3A, rule …

18 NCAC 05B .0409 CREATION OF NEW RECORDS (a) Initial financing statement. A new record shall be opened in the UCC information management system for each initial financing statement that bears the file number of the financing statement and the date and time filing. (1) The name a…

18 NCAC 05B .0410 ARCHIVAL DOCUMENTS (a) Financing statements shall remain active and searchable for one year after they lapse. The following describes the maintenance of archives of inactive financing statements and the ability of those archived records to be searched. (1) Paper…

section .0500 – search requests and reports 18 NCAC 05B .0501 GENERAL REQUIREMENTS The filing officer shall maintain for public inspection a searchable index for all records of UCC records. The index shall provide for the retrieval of a record by the name of the debtor and by the…

18 NCAC 05B .0502 SEARCH REQUESTS AND REPORTS Search requests shall contain the following information: (1) Name searched. A search request shall set forth the correct name of the debtor to be searched and must specify whether the debtor is an individual or an organization. A sear…

18 NCAC 05B .0503 RULES APPLIED TO SEARCH REQUESTS Search results shall be produced by the application of standardized search logic to the name presented to the filing officer. Human judgment shall not play a role in determining the results of the search. The following rules shal…

18 NCAC 05B .0504 OPTIONAL INFORMATION A UCC search request may contain any of the following information: (1) The request may limit the records requested by limiting them by the city and state of the debtor, and the date of filing or a range of filing dates. A report created by t…

18 NCAC 05B .0505 SEARCH RESPONSES Reports created in response to a search request shall include the following: (1) Filing officer. Identification of the filing officer and the certification of the filing officer required by law. (2) Report date. The date the report was generated…

SECTION .0600 – NOTICE OF FEDERAL TAX LIEN 18 NCAC 05B .0601 POLICY STATEMENT The purpose of the rules in this Section is to describe records of liens maintained by the filing office created pursuant to statutes other than the UCC that are treated by the filing officer in a manne…

18 NCAC 05B .0602 FILING (a) The UCC Section of the Department shall file Federal Tax Liens on corporations and partnerships whose executive office is located in North Carolina. These liens shall be indexed by the taxpayer's name and shall be available for public inspection. The …

18 NCAC 05B .0603 REQUESTS FOR INFORMATION Requests for information on a tax lien shall be handled by the filing officer in the same manner as provided in G.S. 25-9-523(c). The fee for copies, certificates, and requests for information on tax liens is available upon request. Hist…

section .1100 - GENERAL PROVISIONS 18 NCAC 06A .1101 LOCATION AND HOURS The Securities Division of the Department of the Secretary of State is located at the Old Revenue Complex, 2 S. Salisbury Street, Raleigh, North Carolina 27601. All REGULAR MAIL shall be sent to: North Caroli…

18 NCAC 06A .1102 PURPOSE The purpose of the North Carolina Securities Act is the regulation of the sale of securities for the protection of the investing public. This is accomplished by securities being registered or exempt, dealers and salesmen being registered and other activi…

18 NCAC 06A .1103 ADMINISTRATION (REPEALED) History Note: Authority G.S. 78A-45(a); Eff. April 1, 1981; Amended Eff. January 1, 1984; Repealed Eff. April 1, 2009.

18 NCAC 06A .1104 DEFINITIONS As used in this Chapter, the following terms mean: (1) "Act" shall mean the North Carolina Securities Act, Chapter 78A of the North Carolina General Statutes, as same has been or may be from time to time amended. (2) "Commercial Paper," as referred t…

SECTION .1200 - EXEMPTIONS 18 NCAC 06A .1201 DESIGNATED SECURITIES EXCHANGES (REPEALED) History Note: Authority G.S. 78A-16(8); Eff. April 1, 1981; Amended Eff. May 1, 1995; Repealed Eff. September 1, 2008.

18 NCAC 06A .1202 RECOGNIZED SECURITIES MANUALS (a) The publications recognized by the administrator as securities manuals for the purposes set forth in G.S. 78A-17(2)a. shall be: (1) Standard and Poor's Corporation Records, (2) Mergent's Industrial Manual, (3) Mergent's Over-the…

18 NCAC 06A .1203 INFORMATION FILED BY REGISTERED DEALER The exemption for nonissuer distributions, other than by a controlling person of an outstanding security, under G.S. 78A-17(2)b. shall be applicable to the offer and sale of any security, the issuer of which is required to …

18 NCAC 06A .1204 LIMITED OFFERINGS (REPEAled) History Note: Filed as a Temporary Repeal Eff. October 1, 1983, for a Period of 120 Days to Expire on January 29, 1984; Authority G.S. 78A-17(9)(a); 78A-18; 78A-49(a); Eff. April 1, 1981; Repealed Eff. January 1, 1984.

18 NCAC 06A .1205 LIMITED OFFERINGS PURSUANT TO G.S. 78A-17(9) (a) Any issuer relying upon the exemption provided by G.S. 78A-17(9) in connection with an offering of a security made in reliance upon Rule 505 of Regulation D promulgated by the Securities and Exchange Commission un…

18 NCAC 06A .1206 LIMITED OFFERING EXEMPTION PURSUANT TO G.S. 78A-17(17) History Note: Authority G.S. 78A-17(17); 78A-49(a); 78A-56; Eff. January 1, 1984; Temporary Rule Eff. October 1, 1983, for a period of 120 days to expire on January 29, 1984; Amended Eff. September 1, 1990; …

18 NCAC 06A .1207 DISQUALIFICATIONS FROM RELIANCE UPON CERTAIN EXEMPTIONS (a) No exemption under G.S. 78A-17(17) or any rule promulgated thereunder, G.S. 78A-16(9), or any other exemption made by rule subject to the disqualifications of this Rule .1207 shall be available for the …

18 NCAC 06A .1208 TRANSACTIONS EXEMPT UNDER RULE .1206: FILING REQUIREMENTS History Note: Authority G.S. 78A-17(17); 78A-49(a); Eff. January 1, 1984; Temporary Rule Eff. October 1, 1983, for a Period of 120 Days to Expire on January 29, 1984; Amended Eff. September 1, 1990; Octob…

18 NCAC 06A .1209 NONPROFIT SECURITIES (a) The exemption provided by G.S. 78A-16(9) from the registration requirements of G.S. 78A-24 for securities offered, or to be offered, and sold by any person operated not for private profit but exclusively for religious, educational, benev…

18 NCAC 06A .1210 SECURITIES EXCHGS/AUTO QUOTATION SYS APPROVED/ADMINISTRATOR For purposes of G.S. 78A-16(15), the following securities exchanges and automated quotation systems are approved provided such exchanges or systems comply with the provisions of Paragraphs (1) through (…

18 NCAC 06A .1211 NOTICE FILING PROCEDURES FOR RULE 506 OFFERINGS An issuer offering a security that is a "covered security" under Section 18(b)(4)(D) of the Securities Act of 1933 shall file a notice on SEC Form D, a consent to service of process on a form prescribed by the Admi…

18 NCAC 06A .1212 NOTICE FILING PROCEDURES FOR OFFERINGS OF INVESTMENT COMPANY SECURITIES (a) In lieu of filing a copy of the federal registration statement, an investment company offering securities covered under Section 18(b)(2) of the Securities Act of 1933, as amended, may sa…

18 NCAC 06A .1213 TRANSACTIONAL EXEMPTION PURSUANT TO G.S. 78A-17(19) Conditions of Eligibility for Exemption. For the purposes of eligibility for the exemption provided at G.S. 78A-17(19), an offer or sale of any viatical settlement contract or any fractionalized or pooled inter…

SECTION .1300 - REGISTRATION OF SECURITIES 18 NCAC 06A .1301 REGISTRATION BY NOTIFICATION Application for registration by notification shall be filed with the administrator using the Uniform Application to Register Securities (Form U-1). Supplemental information demonstrating eli…

18 NCAC 06A .1302 REGISTRATION BY COORDINATION Application for registration by coordination shall be filed with the administrator using the Uniform Application To Register Securities (Form U-1). Documents necessary to establish eligibility for registration by coordination shall b…

18 NCAC 06A .1303 REGISTRATION BY QUALIFICATION (a) Application for registration by qualification shall be filed with the administrator using the Uniform Application To Register Securities (Form U-1). Documents necessary to establish eligibility for registration by qualification …

18 NCAC 06A .1304 SECURITIES REGISTRATION AND FILING FEES (a) All fees are payable to the Office of the Secretary of State and shall be submitted with the application for original, renewal, or additional registration. The filing fee shall be retained by the administrator in all c…

18 NCAC 06A .1305 SPONSORSHIP BY DEALER (a) Except where the conditions of G.S. 78A-2(2)d.3. or 78A-2(2)d.4. are met, no securities will be considered for registration unless the application therefor is sponsored by a North Carolina registered dealer with a statement of its desir…

18 NCAC 06A .1306 CONFIRMATION OF REGISTRATION Registrations are effective upon confirmation in writing by the administrator and shall remain effective until the offering is completed, unless a stop order is in effect. It is recommended that a dealer make no sales or related tran…

18 NCAC 06A .1307 COMMISSIONS AND EXPENSES (a) The aggregate amount of all payments including commissions, compensation, discounts, fees, remuneration, mark-ups, and service charges paid or to be paid, directly or indirectly, to underwriters, dealers, salesmen and finders with re…

18 NCAC 06A .1308 ADVERTISING (a) For the purposes of this Rule, "Advertising" shall mean any of the following to be used or circulated with the sale and promotion of a public offering of securities: advertisement; display; pamphlet; brochure; letter; article or communication pub…

18 NCAC 06A .1309 ADVERTISEMENTS NOT DEEMED PROSPECTUS: ETC. (repealed) History Note: Authority G.S. 78A-49(a); Eff. April 1, 1981; Repealed Eff. January 1, 1984.

18 NCAC 06A .1310 OFFERING PRICE (a) A waiver of the two-day advance filing of the final offering price requirement of G.S. 78A-26(c)(iii) shall be permitted if the final pricing information is furnished to the administrator contemporaneously with notice of the Securities and Exc…

18 NCAC 06A .1311 SHELF REGISTRATIONS (repealed) History Note: Authority G.S. 78A-49(a); Eff. April 1, 1981; Repealed Eff. January 1, 1984.

18 NCAC 06A .1312 REGISTRATION OF REAL ESTATE SECURITIES (repealed) History Note: Authority G.S. 78A-49(a); Eff. April 1, 1981; Amended Eff. January 1, 1984; Repealed Eff. October 1, 1988.

18 NCAC 06A .1313 REGISTRATION OF DIRECT PARTICIPATION PROGRAM SECURITIES (a) As a condition to the registration of direct participation program securities, the issuer or dealer(s) effecting sales of such securities pursuant to such registration shall: (1) deliver to each offeree…

18 NCAC 06A .1314 ESCROW AGREEMENTS Where, as a condition to registration of a security in North Carolina, an escrow agreement is required, such agreement shall provide that all funds shall be returned immediately to the investors in full, without reduction of any fees, commissio…

18 NCAC 06A .1315 NOTICE OF COMPLETION OF OFFERING/FINAL SALES REPORT Each issuer shall provide to the administrator, within thirty days of completion of the offering of registered securities, the following information: (1) Date of completion of the offering; (2) Aggregate offeri…

18 NCAC 06A .1316 LEGENDS REQUIRED (a) The information required by this Rule .1316 shall be printed in capital letters in bold-face roman type at least as high as ten-point modern type, and at least two points leaded. (1) The following information shall appear on the cover page o…