Ill. Admin. Code tit. 50 § 913.100

Current through Register Vol. 48, No. 45, November 8, 2024

Section 913.100 - Documents to be Filed with the Director

In addition to all other documents required to be filed with the Director pursuant to Section 147.1(4) of the Code, an issuer, underwriter, dealer or controlling person making application to the Director for a permit to sell shares shall submit to the Department the following documents in duplicate, when applicable:

a) The form of the prospectus to be used in connection with the public sale of shares;

b) Underwriting or selling agreements signed by the issuer and the selling agents;

c) Audited financial statements as required in the prospectus;

d) Executed copies of all escrow agreements required by any provision of this Part;

e) Stock Option Plans;

f) A supplemental statement signed by the proposed incorporators or officers as the case may be, setting forth the following information:

1) other expenses of issuance and distribution;

2) relationship of the applicant to experts named in the prospectus;

3) subsidiaries of the applicant;

4) indemnification of incorporators, officers or directors;

5) In lieu of the foregoing, copies of the registration statement as filed with the Securities Exchange Commission pursuant to the Federal Securities Act (15 U.S.C. 77f) , may be submitted.

g) The names and addresses of counsel who have verified the legality of the issues;

h) Consent of the experts named in the prospectus, dated and signed in cases of an intrastate offering and conformed copies in cases of an interstate offering;

i) A sworn, executed biographical affidavit, from each officer and director of domestic companies that have been engaged in business for less than 10 years, each new officer and director of all existing domestic companies, or upon request, from each incorporator, organizer, promoter or other person similarly situated. The biographical affidavits shall include, but not be limited to, the following information: identifying information; affiant's identifying and contact information; affiant's educational, residential and employment history; affiant's professional, business and technical licenses and memberships; a complete history of affiant's fidelity bonding; affiant's criminal charges and convictions; civil, regulatory, administrative and disciplinary actions in the affiant's individual or corporate capacity; a complete history of affiant's bankruptcy, insolvency, liens and foreclosures in an individual or corporate capacity; affiant's consent to release background reports to the Department and consent for third parties to cooperate in the gathering of background information; and affiant's and affiant's immediate family's equity holdings in any entity subject to insurance regulation. The Department will accept the biographical affidavit, and any supplement to that affidavit, that is obtained from the website of the National Association of Insurance Commissioners (NAIC) or the Department;

j) Any additional documents that are required under Sections 20, 32 and 32.1 of the Code; and

k) Agreement signed by the applicant to file all necessary amendments and supplements to the prospectus.

Ill. Admin. Code tit. 50, § 913.100

Amended at 7 Ill. Reg. 6946, effective May 18, 1983

Amended at 46 Ill. Reg. 12023, effective 6/30/2022