Actionable intelligence on Regulation D and the regulatory perimeter of private placements
Florida is the largest U.S. state that does not require a notice filing fee for Rule 506 offerings. That posture is not an oversight or an administrative gap; it is a deliberate policy choice embedded in Chapter 517 of the Florida Statutes since the 1990s. Florida defers more completely to federal Rule 506 preemption than any peer state in this publication’s series—which sounds permissive until issuer counsel discovers that the dealer-registration requirement under § 517.12 carries the operative compliance burden, and that the OFR’s Bureau of Enforcement applies it vigorously. The structural setup is unusual, but the enforcement intensity is not.
