950 CMR, § 13.306

Current through Register 1536, December 6, 2024
Section 13.306 - Notice Filings for Offerings of Investment Company Securities
(A)Initial Notice Filing Requirements. An open-end investment company, face amount certificate company or a unit investment trust shall file a notice with the Division in order to offer or sell an indefinite amount of securities. A separate notice shall be filed for each class, series or portfolio of investment company securities.
(1) The initial notice filing for an open-end investment company or face amount certificate company is effective from the date of receipt by the Division or its effective date with the Securities and Exchange Commission, whichever is later, until two months after the end of the issuer's current fiscal year. The notice filing shall include:
(a) Uniform Form NF;
(b) Form U-2 (U-2A, if applicable); and
(c) $2500 filing fee.
(2) The notice filing for a unit investment trust is effective from the date of receipt by the Division or its effective date with the Securities and Exchange Commission, whichever is later. The notice filing shall include:
(a) Uniform Form NF;
(b) Form U-2 (U-2A, if applicable); and
(c) a one-time $750 filing fee.
(3) The initial notice filing for a closed-end fund is effective for one year from the date of receipt by the Division or its effective date with the Securities and Exchange Commission, whichever is later. The notice filing shall include:
(a) Uniform Form NF;
(b) Form U-2 (U-2A, if applicable); and
(c) A filing fee of 1/20 of 1% of total amount offered in Massachusetts for the closed-end fund (minimum $300; maximum $1500).
(B)Annual Notice Filing Requirements. An annual notice filing for an open-end investment company or a face amount certificate company shall be filed with the Division within two months after the end of its fiscal year. A separate notice shall be filed for each class, series or portfolio of investment company securities.
(1) The annual notice filing shall include:
(a) Uniform Form NF;
(b) Form U-2/U-2A (if there are any changes);
(c) $1250 filing fee.
(2) An investment company whose fiscal year end is within three months of the initial registration with the Division shall comply with its annual reporting requirements by filing the required materials within two months of the end of that investment company's next fiscal year.
(3) An investment company which changes its fiscal year end shall comply with its annual reporting requirements within two months of the end of the shortened fiscal year.
(C)Closed-end Fund Reporting Requirements. A closed-end fund whose securities will continue to be offered or distributed beyond the anniversary of its filing with the Division or its effectiveness with the Securities and Exchange Commission, whichever is later, shall file the following:
(a) Uniform Form NF;
(b) Form U-2 (U-2A, if applicable); and
(c) A filing fee of 1/20 of 1% of total amount offered in Massachusetts for the closed-end fund (minimum $300; maximum $1500).
(D)Other Filings.
(1) Investment companies on file with the Division should notify the Division of any material changes to the information on file (including but not limited to name changes, mergers, acquisitions and terminations) by completing the applicable sections of Uniform Form NF and filing the same with the Division. There is no fee for such filings.
(2) An investment company that has made a notice filing under this section and is registered under the Investment Company Act of 1940 or that has filed a registration statement under the Securities Act of 1933 shall file, upon written request of the Director and within the time period set forth in the request, a copy of any document, identified in the request, that is part of the federal registration statement filed with the SEC or part of an amendment to such federal registration statement.
(3) The Division may adopt rules with respect to notice filings for investment companies other than open-end, closed-end, face amount certificate companies or unit investment trusts.

950 CMR, § 13.306

Amended by Mass Register Issue 1387, eff. 3/22/2019.