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The Devil is in the Details Part 6: Blue Sky Terminations & Withdrawals for Private Fund Managers

In Part 6 of Hardin’s “Devil is in the Details” series on state blue sky filings, we shine the spotlight on Termination and Withdrawal Notice filings.  Links to other articles in the series are listed at the end of this article.

Are you winding down a private fund and unsure of what to do with your state registrations?  Maybe you made blue sky filings in states where you are no longer offering your private fund.  To avoid pesky renewal fees, consider terminating or withdrawing your blue sky filings in states where registration is no longer needed.

What is the difference between a Termination Notice and Withdrawal Notice?  A Termination Notice is filed when a previously offered security is no longer being offered for sale in a state.  For example, if you are winding down a private fund, a Termination Notice should be filed in all states where you have current filings.  A Withdrawal Notice is filed when a blue sky filing was made in a state where a security was never actually sold.  This can happen when a blue sky filing was made in anticipation of a subscription by an investor who ultimately decides not to invest.

Like most things related to blue sky filings, the requirements for Termination and Withdrawal Notice filings vary by state.  For example, some states impose specific restrictions, like waiting a certain time period after registration to see if any sales are made.

Rather than combing through these cumbersome state requirements yourself, Hardin has a dedicated team that will update your registrations for you.  Not only will we work with you to update filings on an ongoing basis, we will also assist you in terminating and withdrawing registrations when necessary.  For more information or to contact the Blue Sky Filing Team, check out this summary of Hardin’s Blue Sky Filing Service.

Hardin Compliance Consulting provides links to other publicly-available legal and compliance websites for your convenience. These links have been selected because we believe they provide valuable information and guidance.  The information in this e-newsletter is for general guidance only.  It does not constitute the provision of legal advice, tax advice, accounting services, or professional consulting of any kind.

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