Form Lp-1 - Certificate Of New Hampshire Limited Partnership, Form Sra - Addendum To Business Organization And Registration Forms Page 3
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4Instructions – Form SRA
Instructions for
Form SRA – Addendum to Business Organization and Registration Forms
Statement of Compliance with New Hampshire Securities Laws
This form is required for all businesses being formed or registering in the state of New Hampshire. New
Hampshire law requires that before your application for business registration is accepted, you must
provide a statement that your business has complied with the state’s securities law. A security is an
ownership interest in a business. For example, a share of stock is a security and so is an interest in a
limited liability company or a limited partnership. So, for example, if you and your wife own the sole
interests in a limited liability company, those interests are securities. Generally, a business that issues
securities in New Hampshire must either register the securities with the New Hampshire Bureau of
Securities Regulation or claim a valid exemption. There are several exemptions from the requirement to
register securities. The most common exemption is the exemption described in Part II, Item 1.
Please read the following instructions for each part of Form SRA. These instruction will help you to
provide accurate responses.
Part I: Please provide the complete business name and address, including number, street, city, state and
zip code. The name of the business must exactly match the name that is on the business formation or
registration document being submitted with the Form SRA. In addition, please provide the businesses
telephone number, e-mail address (if any), a contact person’s name and the contact person’s full address if
different from the business address.
Part II: One item in Part II must be checked. Check only ONE item in this part.
1. Your business is qualified for the exemption from registration in Item 1 if it meets ALL of the
requirement listed in A), B), and C) below:
A) The business has 10 or fewer owners. So, for example, if you and your wife are forming a limited
liability company and there are no other owners, you meet this requirement for an exemption;
AND
B) Advertising relating to the sale of ownership interests in your business has not been circulated.
Please note that this requirement asks whether you have circulated advertising related to the offer
or sale of ownership interests. This requirement does not address advertising related to the sale
of your products or services. So, for example, if you advertise that you are selling shares of stock
in your corporation, then you do not meet this requirement and cannot claim the exemption; AND
C) Sales of ownership interests – if any – will be completed within 60 days of the formation of the
business. If you do not intend to sell any further ownership interests in your business, then you
meet this requirement for an exemption. If you intend to sell more ownership interests in your
business and will complete all sales within 60 days, then you meet this requirement. However, if
the sale of any ownership interests will occur after 60 days of the formation of the business, you
do not meet this requirement and cannot claim the exemption.
If you meet all of these requirements, you may then check off Item 1 and claim this exemption.
2. If you can claim a different registration exemption from the one listed in Item 1 or if you are offering
federal covered securities that only require a notice filing in New Hampshire, you should check Item
2. In addition, you must cite the statute for the exemption which you are claiming or for the type of
notice filing you are making.
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Rev. 5/2007
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