Actionable intelligence on Regulation D and the regulatory perimeter of private placements
Arizona is the only major issuer state in the country that regulates securities through a constitutionally established body. The Arizona Corporation Commission (ACC), created by Article XV of the Arizona Constitution and seated in Phoenix, has five popularly elected Commissioners and statewide jurisdiction over public utility rate-making, corporate filings, railroad and pipeline safety, and—of relevance to this publication—securities enforcement. That structural distinction has consequences. The ACC’s authority is not delegated by statute; it is constitutional, which gives the Commission a litigation posture peer state regulators do not match. Arizona courts have held that civil statutes of limitations do not apply to ACC enforcement actions.
