The North American Securities Administrators Association (NASAA) is seeking comment on a proposed model rule that would require issuers to electronically file SEC Form D and other state securities registration and notice filing materials with state securities administrators through a new multi-state electronic filing system currently being developed by NASAA.

An issuer undertaking a private placement exempt from Securities Act registration requirements under one of the Regulation D safe harbors or under Section 4(a)(5) of the Securities Act must make a notice filing with the SEC on Form D. Form D must be filed with the SEC electronically, through the EDGAR system.

In an offering under Rule 506 of Regulation D, the issuer must satisfy state blue sky notice filing requirements by submitting a hard copy of its Form D, together with any related filing fee, to the state securities administrator in each state where the offering is conducted.

NASAA has previously announced plans to launch a unified multi-state electronic filing system (EFD) to cover all of its US member jurisdictions. The EFD system will be designed to interface with EDGAR. The EFD system will initially be limited to accepting Form D filings for Rule 506 offerings and collecting issuers' filing fees on behalf of member states. NASAA intends to eventually expand the EFD to accept other state securities registration and notice filing materials. The current scheduled launch date for the EFD system is November 2014.

NASAA's proposed model rule is intended to assist state regulators in implementing electronic filing of Form D notice filings and other documents in their respective jurisdictions.

Comments on the proposed rule are due to NASAA by July 30, 2014.