HB 1085 Summary

• Amends the definition of "broker-dealer" to exclude issuers and their officers, directors, employees, or partners when selling securities representing an economic interest in that issuer without receiving compensation.

• Modifies registration procedures for securities by updating references to "registration by coordination" and clarifying requirements for federal covered securities under the Securities Act of 1933.

• Establishes filing requirements and fees for federal covered securities including Regulation A tier 2 offerings ($500 filing fee, 12-month effectiveness) and Regulation Crowdfunding offerings ($150 filing fee, 12-month effectiveness).

• Updates agent registration exemptions to clarify when individuals representing issuers or broker-dealers must register, including specific rules for federal covered security transactions with compensation restrictions.

• Adds provisions prohibiting unlawful representations about security registration or exemption status and clarifies that the Securities Commissioner's approval does not constitute endorsement of securities' merits.