§ 17-4-303 — Securities registration by coordination

Wyoming § 17-4-303

• Jurisdiction: Wyoming
• Title 17: Corporations, Partnerships and Associations
• Ch. 4: SECURITIES
• Art. 3: REGISTRATION OF SECURITIES AND NOTICE FILING OF

Text

(a) A security for which a registration statement has been
filed under the Securities Act of 1933 in connection with the
same offering may be registered by coordination under this
section.
(b) A registration statement and accompanying records
under this section must contain or be accompanied by the
following records in addition to the information specified in
W.S. 17-4-305 and a consent to service of process complying with
W.S. 17-4-611:
(i) A copy of the latest form of prospectus filed
under the Securities Act of 1933;
(ii) A copy of the articles of incorporation and
bylaws or their substantial equivalents currently in effect; a
copy of any agreement with or among underwriters; a copy of any
indenture or other instrument governing the issuance of the
security to be registered; and a specimen, copy, or description
of the security that is required by rule adopted or order issued
under this act;
(iii) Copies of any other information or any other
records filed by the issuer under the Securities Act of 1933
requested by the secretary of state; and
(iv) An undertaking to forward each amendment to the
federal prospectus, other than an amendment that delays the
effective date of the registration statement, promptly after it
is filed with the securities and exchange commission.
(c) A registration statement under this section becomes
effective simultaneously with or subsequent to the federal
registration statement when all the following conditions are
satisfied:
(i) A stop order under subsection (d) of this section
or W.S. 17-4-306 or issued by the securities and exchange
commission is not in effect and a proceeding is not pending
against the issuer under W.S. 17-4-306; and
(ii) The registration statement has been on file for
at least twenty (20) days or a shorter period provided by rule
adopted or order issued under this act.
(d) The registrant shall promptly notify the secretary of
state in a record of the date when the federal registration
statement becomes effective and the content of any price
amendment and shall promptly file a record containing the price
amendment. If the notice is not timely received, the secretary
of state may issue a stop order, without prior notice or
hearing, retroactively denying effectiveness to the registration
statement or suspending its effectiveness until compliance with
this section. The secretary of state shall promptly notify the
registrant of an order by telegram, telephone, or electronic
means and promptly confirm this notice by a record. If the
registrant subsequently complies with the notice requirements of
this section, the stop order is void as of the date of its
issuance.
(e) If the federal registration statement becomes
effective before each of the conditions in this section is
satisfied or is waived by the secretary of state, the
registration statement is automatically effective under this act
when all the conditions are satisfied or waived. If the
registrant notifies the secretary of state of the date when the
federal registration statement is expected to become effective,
the secretary of state shall promptly notify the registrant by
telegram, telephone, or electronic means and promptly confirm
this notice by a record, indicating whether all the conditions
are satisfied or waived and whether the secretary of state
intends the institution of a proceeding under W.S. 17-4-306. The
notice by the secretary of state does not preclude the
institution of such a proceeding.