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Required Exhibits to Be Filed
File with Application
The following exhibits must be filed in each state in which the applicant is filing under the Midwest Regional Review Program (MRRP):
  • Accountant's consent
  • Articles of Incorporation or Organization (if LLC)
  • Bylaws or Operating Agreement (if LLC)
  • Consent to inclusion in the disclosure document of any evaluation of litigation or administrative action by counsel, if any
  • Consent to inclusion in the disclosure document of tax adviser's opinion or description of tax consequences, if any
  • Copy of all advertising materials
  • Copy of any resolutions by board of directors setting forth terms and provisions of stock to be issued
  • Copy of Subscription Agreement
  • Escrow of Proceeds Agreement
  • Form D (Rule 504 offerings only)
  • Form of Selling Agency or Underwriting Agreement (if applicable)
  • Legal opinion
  • Offering document: Form U-7 (SCOR) or Form 1-A
  • Schedule setting forth the name and residential street address of each officer, director, and principal shareholder
  • Specimen of security to be issued (including any legend restricting resale)
  • Uniform Application to Register Securities (Form U-1) 
    • Every issuer seeking registration must complete this form, sign it, and have it notarized
    • Uniform Consent to Service of Process (Form U-2)
      • Every issuer seeking registration must complete this form, sign it, and have it notarized
    • Uniform Form of Corporate Resolution (Form U-2A)
      • Every corporate issuer seeking registration must complete and sign this form