Rulemaking Notices
2022-2023
- Notice of Proposed Rulemaking: 2023
- Draft Statement of Basis and Purpose: Promulgation of Amendments to Division Rules
- Proposed Rules
- Cost-Benefit Analysis
2020
2019
- Notice of Proposed Rulemaking - October 2019
- Draft Statement of Basis and Purpose: Promulgation of Amendments to Division Rules
- Proposed Rules
- Notice of Emergency Rulemaking - Digital Token Act Registration Exemption - Fees, Notice Filing Forms and Review
2018
- Effective October 1, 2018: Investment Adviser Representative Qualifications Order
- The Securities and Exchange Commission (“SEC”) and the Financial Industry Regulatory Agency (“FINRA”) made changes to restructure the representative-level qualification examinations by creating a general knowledge examination called the Securities Industry Essentials (“SIE”) examination and transforming the representative-level examinations into specialized knowledge examinations.
- Notice of Proposed Rulemaking Hearing: May 1, 2018
- Draft Statement of Basis and Purpose
- Proposed Rules
2017
2016
2015
- Registration by Coordination Filing Requirements, December 1, 2015
- Emergency Crowdfunding Rules, July 29, 2015
Interpretive Opinions
Pursuant to Section 11-51-705, C.R.S. the securities commissioner may honor requests from interested persons for confirmation of the applicability of particular exemptions from securities registration under sections 11-51-307 to 11-51-309 or for other interpretive opinions regarding any other provision of the Colorado Securities Act. The fee for an opinion letter is $100. In response to any request for confirmation or other interpretive opinion received under this section, the securities commissioner may waive any condition imposed under this article as it applies to the person making such a request, also known as a "no action" letter.
In making a request for an interpretative letter, please describe the issue in detail, analyze the circumstances involved, and reference the applicable statute.
The Division does not issue interpretative letters to anonymous requesters.
Interpretive Opinions
Opinions | Date | Opinion Description |
---|---|---|
3/22/2021 | The Division will not recommend an enforcement action against The Center of Economic Developments Note Program for violation of the registration requirements of the Colorado Securities Act. View the opinion here. | |
12/23/2019 | Interpretive opinion regarding whether Catholic United Trust International Small Capitalization Equity Fund is exempt from the securities registration requirements under §11-51-307(1)(g) C.R.S. View the opinion here. | |
5/31/2019 | Interpretive opinion regarding whether subscriptions for energy produced by a solar energy array are securities under §11-51-201 C.R.S. View the opinion here. | |
2/26/2019 | Interpretive opinion regarding whether a digital cryptocurrency token, created and issued for a consumptive use, and not sold directly to consumers, is a security under §11-51-201 C.R.S. View the opinion here. | |
October 22, 2018 | The Division will apply the same analysis set forth in SEC Compliance and Disclosure Interpretation 256.34 in connection with a completed private offering followed by a Rule 506(c) offering provided the issuer satisfies all of the requirements of Rule 506(c), including the requirement that the issuer takes reasonable steps to verify the accredited investor status of all subsequent purchasers. View the opinion here. | |
July 10, 2018 | Interpretive opinion relating to the definition of the terms ""bond"" and "other obligation" found in §11-59-103(2) of the Colorado Municipal Bond Supervision Act. View the opinion here. | |
June 12, 2018 | This Order provides an exemption from the registration requirements of section 11-59-106, C.R.S. for capital appreciation municipal bonds in denominations of not less than $500,000 of the current accreted value on the date of purchase. View the opinion here. | |
August 9, 2017 | The Division will not recommend that formal enforcement proceedings be initiated against Atlas Resources Public Funds for violation of the registration requirements of the Colorado Securities Act. View the opinion here. | |
May 12, 2017 | The Division will not recommend enforcement action, assuming compliance with conditions, against Invest Local, LLC for status as on-line intermediary to facilitate a limited offering registration on the Internet. View the opinion here. | |
May 12, 2017 | The Division will not recommend formal enforcement proceedings be initiated against Invest Local, LLC for violation of the licensing or crowdfunding provisions of the Colorado Securities Act. View the opinion here. | |
January 11, 2017 | The Division would not recommend an enforcement action against HLIC if it proceeds with the exchange transactions of Debenture notes without registration. View the opinion here. | |
January 3, 2017 | The Division would not recommend an enforcement action against Century Link for investment advice provided to the Plans and the Foundation. View the opinion here. | |
January 3, 2017 | The Division would not recommend an enforcement action if Docupace implemented an E-Signature program in Colorado. View the opinion here. | |
August 19, 2016 | The Division does not recommend an enforcement action against a registered broker-dealer or issuer of securities that treats the OTCQX and OTCQB markets as recognized securities in Colorado. View the opinion here. | |
March 18, 2016 | Interpretive order relating to reforms to Rule 2a-7 of the Investment Company Act of 1940. View the opinion here. | |
July 31, 2015 | Opinion letter confirming the availability of the exemption from registration found in §11-51-307(1)(g), C.R.S. in connection with the offering of shares in the Emerging Markets Equity Index Fund. View the opinion here. | |
May 14, 2015 | The Division did not recommend that formal proceedings be initiated against RCS based on the proposed launch of its E-Signature Program. View the opinion here. | |
August 15, 2014 | "No-Action" position as to the licensing provisions of the Colorado Securities Act for Investment Advisers for Vectra DFP, LLC and its affiliates. View the opinion here. | |
September 11, 2013 | "No-Action" position as to the licensing provisions of the Colorado Securities Act for investment advisers with regard to the management of real estate funds by Baceline Investments, LLC. View the opinion here. | |
July 18, 2013 | Opinion letter confirming the availability of the exemption from registration found in §11-51-307(1)(g), C.R.S. in connection with the debt securities issued by Enterprise Community Loan Fund, Inc. and Enterprise Community Partners, Inc. View the opinion here. | |
October 31, 2012 | The Division reconfirmed the application of an exemption and no-action letter to the Catholic United Investment Trust pursuant to §11-51-307(1)(g), C.R.S. View the opinion here. | |
September 27, 2012 | Opinion letter confirming that insured negotiable certificates of deposit are legal investments for public entities under §24-75-601.1 C.R.S. (Casaceli Capital Management, LLC.) View the opinion here. | |
August 17, 2012 | Opinion letter confirming that negotiable certificates of deposit are legal investments for public entities under §24-75-601.1, C.R.S. (Weld County.) View the opinion here. | |
August 17, 2012 | "No-Action" position with regard to the offer and sale of debt securities by Enterprise Community Loan Fund, Inc. View the opinion here. | |
August 17, 2012 | Opinion letter that structured settlement products as described in the request do not come within the definition of "security" under the Colorado Securities Act. (Campbell Financial). View the opinion here. | |
July 3, 2012 | The Division reconfirmed the application of an exemption pursuant to §11-51-307(1)(g), C.R.S. to an offering of securities by the Christina Financial Resources, Inc. View the opinion here. | |
April 16, 2012 | "No-Action" position as to the registration requirements of the Colorado Securities Act with respect to the offer and sale of notes by the Presbyterian Church (U.S.A) Investment and Loan Program, Inc. View the opinion here. | |
April 16, 2012 | "No-Action" position as to the registration requirements of the Colorado Securities Act with respect to merger of NBT Bank, N.A. and Hampshire First Bank, and the corresponding issue of shares by NBT Bank to shareholders of Hampshire First Bank."No-Action" position as to the registration requirements of the Colorado Securities Act with respect to merger of NBT Bank, N.A. and Hampshire First Bank, and the corresponding issue of shares by NBT Bank to shareholders of Hampshire First Bank.iew the opinion here."No-Action" position as to the registration requirements of the Colorado Securities Act with respect to merger of NBT Bank, N.A. and Hampshire First Bank, and the corresponding issue of shares by NBT Bank to shareholders of Hampshire First Bank."No-Action" position as to the registration requirements of the Colorado Securities Act with respect to merger of NBT Bank, N.A. and Hampshire First Bank, and the corresponding issue of shares by NBT Bank to shareholders of Hampshire First Bank. View the opinion here. | |
March 30, 2012 | Order governing certain investment advisers exempt from federal registration following passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act. View the opinion here. | |
March 20, 2012 | "No-Action" position as to the licensing provisions of the Colorado Securities Act with regard to the offer or sale of federally insured certificates of deposit by Primary Financial Company, LLC to natural person credit unions. View the opinion here. | |
February 21, 2012 | "No-Action" position with regard to the proposed offer and sale of The Conservation Notes by The Nature Conservancy, which raises investment funds for the preservation of threatened natural areas throughout North America, South America, Canada, Mexico, Europe, and many developing countries worldwide. View the opinion here. | |
February 6, 2012 | Order of Exemption from licensing as an investment adviser to Kopper Investment Management, Inc. and William Bruce Kopper. View the opinion here. | |
February 6, 2012 | Order of Exemption from licensing as an investment adviser to Captiva Ventures, LLC. View the opinion here. | |
February 3, 2012 | The Division reconfirmed the application of an exemption and no-action letter to the Catholic United Investment Trust pursuant to §11-51-307(1)(g), C.R.S. View the opinion here. | |
November 23, 2011 | Order of Exemption from licensing as an investment adviser to Race Street Management, LLC and Cintra Pollack. View the opinion here. | |
August 10, 2011 | Opinion letter confirming the prohibition regarding licensing of investment adviser representatives with the Division of Securities as contained in Section 203A(b)(1) of the Investment Advisers Act of 1940. (Booth Creek Capital). View the opinion here. | |
June 30, 2011 | "No-Action" position as to the licensing provisions of the Colorado Securities Act with regard to the offer and sale of securities in Colorado by the foreign affiliates of BNP Paribas SA, under the chaperone of BNP Paribas Securities Corp. View the opinion here. | |
June 29, 2011 | Order of Exemption from licensing as an investment adviser and investment adviser representative to William E. Kuehn. View the opinion here. | |
June 9, 2011 | "No-Action" position as to the registration provisions of the Colorado Securities Act with regard to the offer and sale of securities by CBIS Capital Ltd, a fund that limits participation to charitable organizations. View the opinion here. | |
May 3, 2011 | "No-Action" position with regard to the offer and sale of Capital Sisters Investment Notes, whose proceeds will be used to make loans to international microfinance institutions that lend to impoverished women in developing countries. View the opinion here. | |
May 3, 2011 | Interpretive letter confirming an exemption under §11-51-307(1)(g), C.R.S., to the Presbyterian Church Investment and Loan Program. View the opinion here. | |
April 6, 2011 | "No-Action" position as to whether participating in an internet auction for the sale of real property involves the offer of a "security." View the opinion here. | |
December 15, 2010 | Order of Exemption from licensing as an investment adviser to Kreiger Asset Management, LLC. View the opinion here. | |
September 22, 2010 | Interpretive opinion setting out general principles or guidelines that will be used by the Division in deciding whether the issuance, offer, or sale of subscription interests in community solar gardens are securities as that term is defined by the Securities Act. View the opinion here. | |
April 23, 2010 | Order of Exemption from licensing as an investment adviser to Jonathan Murdock and Elemento, LLC. View the opinion here. | |
December 9, 2009 | Order of Exemption from licensing as an investment adviser to Dauntless Financial, LLC. View the opinion here. | |
July 8, 2009 | "No-Action" position as to the licensing requirements for broker-dealers and securities sales representatives under §11-51-401 with respect to the sale of commercial paper to sophisticated, institutional investors by employees of companies who do not receive transaction based compensation, but whose primary function is the offer and sale of the paper. (General Electric Company) View the opinion here. | |
July 8, 2009 | "No-Action" position as to the licensing requirements for broker-dealers and securities sales representatives under §11-51-401 with respect to the distribution by a parent corporation to its shareholders a dividend of the shares of a wholly owned subsidiary of the parent corporation. (Cardinal Health, Inc.) View the opinion here. | |
March 25, 2009 | "No-Action" position with regard to the offer and sale of Microcredit Enterprises Global Alleviation Notes, which provide financial credit and other services to facilitate the provision of microfinance globally. View the opinion here. | |
January 26, 2009 | Opinion letter defining the meaning of the term "associate with" as it is used in an Order of Permanent Injunction entered against W. Alan Gay on October 24, 2007, and as is related to certain activities set forth in the request. View the opinion here. | |
September 19, 2008 | Opinion letter stating that the solicitation of loans is "engaging in the business of effecting securities transactions, requiring licensing as a broker-dealer, and the Division will take enforcement action against IH International and W. Allan Gay if these activities are undertaken without benefit of licensure." View the opinion here. | |
August 15, 2008 | "No-Action" position with respect to the distribution by a parent corporation to its shareholders of the shares of a wholly owned subsidiary. View the opinion here. | |
April 24, 2008 | Order of Exemption from licensing as an investment adviser to Consolidated Investment Group, LLC. View the opinion here. | |
April 23, 2008 | Order of Exemption from licensing as an investment adviser to Mantucket Capital Management. View the opinion here. | |
November 13, 2007 | "No-Action" position with respect to the offering of notes by Green Gables Country Club to its members. View the opinion here. | |
August 28, 2007 | "No-Action" position with respect to the distribution of limited partnership interests of Brookfield Infrastructure Partners LP to the shareholders of Brookfield Asset Management, Inc. View the opinion here. | |
July 11, 2007 | "No-Action" position for the Royal Bank of Scotland, Banco Santander Central Hispano, S.A. and Fortis SA/NV regarding their reorganization. View the opinion here. | |
April 9, 2007 | Order of Exemption under the Municipal Bond Supervision Act for capital appreciation bonds for Fallbrook Metropolitan District. View the opinion here. | |
January 18, 2007 | Interpretive opinion confirming an exemption under §11-51-307(1)(g) to Catholic United Investment Trust. View the opinion here. | |
August 29, 2006 | Interpretive opinion for Heartland Voluntary Advertising Group Cooperative Exchange, declining to confirm that the interests are not "securities" under the Act, but taking a "No-Action" position as to the offering of the interests. View the opinion here. | |
March 27, 2006 | Interpretive opinion concerning registration applications and notice of claims of exemption. View the opinion here. |