Issuers relying on Regulation D, Rule 506 of Regulation D to conduct an offering in Minnesota must file a notice of the offering with the Department of Commerce.  The requirements for the notice filing can be found in Minnesota Statute section 80A.50(a)(3) and Minnesota Rule 2876.3020 Subp. 2.

The Minnesota Department of Commerce uses NASAA’s Electronic Filing Depository (EFD) system for receiving Form D notice filings.  Issuers relying on Rule 506 of Regulation D to conduct an offering in Minnesota may use this service in lieu of submitting any physical forms or payments to the Department. 

Fee
$100 + 1/10 of 1% of max aggregate offering in Minnesota. The maximum fee for this filing is $300.

Fee amounts are defined in Minnesota Statute section 80A.65(1).  Fees applicable to federal covered securities are outlined in the table below.  Checks should be made payable to the Minnesota Department of Commerce.