PURPOSE: This rule prescribes policies and procedures for amending applications for registration and registrations of securities.

1. (1) Prior to and during the period of effectiveness of registration (section 409.305(h), RSMo), the applicant-registrant promptly, and in no event later than fifteen (15) days following the specified occurrence, discovery or notice of the specified occurrence necessitating same, shall file with the commissioner a correcting amendment under the following circumstances and in substantially the form and content prescribed:

   1. (A) Any statement, document or information contained in the application becomes inaccurate, incorrect or misleading, or changes in circumstances make addenda necessary for a full and fair disclosure of material facts affecting the issuer’s business or the offering, including, but not limited to, the following:

      1. 1. Changes in management or control or

transactions with management;

1. 2. Changes in issuer’s address or loca-

tion;

1. 3. Acquisition, revaluation or disposi-

tion of principal assets;

1. 4. Legal proceedings, other than in the

ordinary course of business;

1. 5. Defaults upon senior securities;
2. 6. Release of securities or funds from

escrow or impoundment, or modification of escrow arrangements;

1. 7. Issuance, purchase or exercise of

options;

1. 8. Increase or decrease in authorized

securities;

1. 9. Changes in security for registered

securities;

1. 10. Changes in the underwriting

arrangements or plan of distribution;

1. 11. Change in stock transfer agent;
2. 12. Restatement of capital share

account;

1. 13. Changes in securities, amount

offered, offering price, par value, stock dividends or splits, rights of shareholders or matters of vote by security holders; and

1. 14. Material change in financial condi-

tion or financial statement;

1. (B) Upon request of the commissioner for additional date, information or verification of the amendment;

2. (C) Amendments shall be made by filing the appropriate application form (see 15 CSR 30-50.040) marked AMENDED. The amendment shall contain the information and be accompanied by the documents to which it pertains. When a prospectus or a document is being amended, a revised copy or a copy of the existing prospectus or document, or pages from them, marked or red-lined or sticker amendment, reflecting the changes shall accompany the amendment. The amendment shall also

   1. 1. Refer to specific times in the applica-

tion being amended and spell out clearly the indicated additions, changes or revisions;

1. 2. List the exhibits or documents to

which they relate and indicate whether the addenda are additions to, deletions of, substitutions for or changes in documents previously filed;

1. 3. Indicate clearly deletions by striking

through wording, substitution or addition by underlining new language, or capital letter insertion; and

1. 4. Where amendments to prospectuses

are presented in draft or proof form, three (3) definitive copies shall be submitted; and

1. (D) The registrant shall file a revised and updated prospectus which shall reflect current information and conditions of the issuer, and status of the offering, no later than the end of each thirteen (13)-month period from the commencement of a registered offering of securities (sixteen (16)-month period in the case of registration by coordination). All offers or sales of the registered securities shall cease at the end of the specified period unless or until the revised and updated prospectus has been filed.

AUTHORITY: sections 409.305(g), (i) and (j) and 409.413(a), RSMo (1986).* Original rule filed June 25, 1968, effective Aug. 1, 1968. Amended: Filed May 21, 1969, effective Aug. 1, 1969. Amended: Filed July 21, 1972, effective Aug. 1, 1972. Amended: Filed Nov. 15, 1974, effective Nov. 25, 1974. *Original authority: 409.305(g), (i) and (j), RSMo (1967), amended 1977, 1978, 1980, 1986 and 409.413(a), RSMo (1967).