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​Broker-Dealer I​nterpretations and Releases

NOTE: these interpretations and releases also apply to Broker-Dealer Agents, Investment Adviser Representatives, and Notice Filers..
 
Maintaining the Department of Banking and Securities' commitment to advising issuers and the practicing Bar on department policy positions and staff interpretations, the Corporation Finance Office routinely issues interpretive releases, and staff no-action letters.
 
17-CF-01 [PDF]
Staff Position Regarding the Availability of the Non-Profit Registration Exemption under Section 202(e) of the Pennsylvania Securities Act of 1972 for Business Entities Seeking to Receive Tax Credits Under the Pennsylvania Educational Improvement Tax Credit

10-CF-1 [PDF]
Staff Position Regarding References to the United States Securities and Exchange Commission’s Accredited Investor Definition in the Pennsylvania Securities Act of 1972 and the Regulations promulgated under such pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act (P.L. 111-203).
 
 
07-CF-4 [PDF]
Securities Offerings on the Active Capital System and the Pennsylvania Securities Act of 1972 (1972 Act)
 
07-CF-3
[PDF] Commission Guidelines for Staff Analysis and Review Pursuant to §207(g) and §208(a)(v) of the 1972 Act for Registration Statements Filed under §205 and §206 of the 1972 Act for Equity Securities of Corporations which are not Eligible for or do not Request Review under the Coordinated Equity Review Program
 
07-CF-2
[PDF] Staff Position on SCOR offerings (Small Company Offering Registrations) filed with the Pennsylvania Securities Commission under the Pennsylvania Securities Act of 1972
 
07-CF-1
[PDF] Staff position regarding reinvesting in notes and whether the reinvestment is a security as defined by Section 102(t) of the Pennsylvania Securities Act of 1972
 
05-CF-1
[PDF] The Accredited Investor Exemption under Section 203(t) and the Non-issuer exemptions contained in Section 203(a) and (b) of the Pennsylvania Securities Act of 1972 (“1972 Act”) are not available for transactions which are part of a plan or scheme to circumvent the requirements of the registration provisions of the 1972 Act.
 
04-CF-1
[PDF] Filing of Documents with the Division of Corporation Finance by means of Transmittal Letters Signed by Paralegals or Legal Assistants Employed by Law Firms
 
03-CF-1
[PDF] SEC Rule 506 Notice Filing and Investment Company Notice Filings
Section 602(b.1) was amended to increase the notice filing fee for Rule 506 Filings to $525.
 
02-CF-1
[PDF] Utilization of the Statement of Policy Regarding Church Bonds Adopted by the North American Securities Administrators Association (NASAA) on April 14, 2002
 
01-CF-1
[PDF] Utilization of Risk Disclosure Guidelines Adopted by the North American Securities Administrators Association (NASAA) on September 9, 2001
Waiver of Photocopy and Certification Fees: By order dated September 20, 2001, the Commission authorized the Secretary of the Commission to waive the photocopy and certification fees under Regulation 603.040 for firms that request copies of documents on file with the Commission whose offices were destroyed as a result of the September 11, 2001 attack on the World Trade Center in New York.
 
01-ENF-2
[PDF] Amex Trading on PHLX Floor
 
00-CF-3
[PDF] Staff Interpretive Guidance on Accredited Investor Exemption
 
00-CF-2
[PDF]Use of Solicitation of Interest Materials Prior to Registration
 
00-CF-1
[PDF] Rule Changes and Forms Revisions under the Pennsylvania Securities Act of 1972, Effective January 1, 2000
 
99-CF-3
[PDF] Securities Offerings on the Angel Capital Electronic Network and the Pennsylvania Securities Act of 1972 (1972 Act)
 
99-CF-2
Staff Position on SCOR offerings (Small Company Offering Registrations) filed with the Pennsylvania Securities Commission under the Pennsylvania Securities Act of 1972   
Replaced by 07-CF-2 [PDF]
 
99-CF-1
[PDF] Effect of October 11, 1999 on Notice Filings and Fees under NSMIA.
 
98-CF-2
[PDF] Changes Made by Act 109 of 1998 Affecting Securities Registration and Exemption Provisions of the Pennsylvania Securities Act of 1972"
 
98-CF-1
[PDF] Effect of Act 109 of 1998 on Investment Companies Making Notice Filings with the Pennsylvania Securities Commission
 
97-CF-3
Staff Position Issued on Review of Public Corporate Equity Offerings 
Replaced by 07-CF-3 [PDF]
 
97-CF-1
[PDF] Release on Use of Form NF for Investment Company Notice Filings
 
96-CF-4
[PDF] Utilization of Statement of Policy Regarding Mortgage Programs Adopted by the North American Securities Administrators Association (NASAA) on September 10, 1996
 
96-CF-3
[PDF] Release on 506 Offerings and New Federal Act