Exempt Securities

Securities that are exempt from registration under the Colorado Securities Act do not require a notice filing or fee unless otherwise noted below.

Securities that are exempted from registration generally include:

  • Any security issued by the US, any state, or any political subdivision.
  • Any security issued by Canada or any other foreign government.
  • Any security issued by any depository institution.
  • Any security issued by any credit union.
  • Any security issued by any railroad, another common carrier, or public utility.
  • Any security listed on any national securities exchange registered under the 1934 Act or any security of the same issuer that is of senior or substantially equal rank.
  • Any security issued by any person organized and operated not for private profit but for religious, educational, benevolent, or charitable purposes and which is sold to a bona fide member of such organization.
  • Any commercial paper which arises out of a current transaction and which evidences an obligation to pay within nine months.
  • Any security issued in connection with an employee’s stock purchase, savings pension, profit-sharing, or similar benefit plan.
  • Any security issued by a cooperative association.
  • Any security issued by an issuer registered as an open-end management investment company or unit investment trust under the Investment Company Act of 1940, though:
    • The issuer must be advised by an investment adviser or have a sponsor.
    • The issuer must file a notice with the Commissioner and pay a fee.
    • Form NF required (See Rule 51-3.5).
  • ​Securities issued by persons organized for religious, educational, benevolent, or charitable purposes.
  • Securities issued by certain religious organizations.
  • Securities issued by student loan organizations.
  • Securities issued by a world-class issuer.

​Generally, state exemptions are coordinated with the exemptions for securities and transactions under the 1933 Act, so than an offering registered under the 1933 Act is also subject to registration by filing under the Colorado Securities Act (in the absence of an exemption), and so that an offering exempt from registration under the 1933 Act (other than pursuant to the exemption for intrastate offerings) is also exempt from registration under the Colorado Securities Act.

Exemption requirements listed in Sections 11-51-307 and 11-51-309.