WVSAO.gov
Securities Commission: Emergency Order COVID-19

 Securities Commission

The Securities Commission, a division of the West Virginia State Auditor’s Office, administers and enforces The West Virginia Uniform Securities Act, The West Virginia Commodities Act, The West Virginia Real Estate Time-Sharing Act, and all associated regulations. The administrative duty of the Securities Commission includes the regulation of securities offerings, commodities, and time-shares as well as any required registration and notice filing of such regulated firms, individuals, and securities. The enforcement duty of the Securities Commission includes the review of complaints and investigations of regulated entities and activities as wells as investigation of fraudulent activities. The primary mission of the Securities Commission is protection of West Virginia residents from prohibited activities within its jurisdiction while maintaining a fair and competitive environment for businesses.


To contact the Securities Commission, please select a department from the dropdown below:

Broker Dealer

Please be advised applications are processed in the order received and this process may take up to 30 days. Dual Registration for West Virginia is not permitted without a waiver. Registrations for FINRA Broker Dealer’s, Agent’s and branch offices expire annually on December 31st. Registrations for NON FINRA Broker Dealer’s, Agent’s and branch offices expire 12 months from initial registration date.

SEC Regulation D Exemption Filings

The applicant’s reliance upon the Regulation D Uniform Limited Offering exemption, under §111 C.S.R.1-15.06(b)(9) of the Code of State Rules, excludes the application of other exemptions for the same offering. The transaction de minimis exemption under §32-4-402(b)(9) and the Uniform Limited Offering Exemption under §111 C.S.R.1-15.06(b)(9), are separate and distinct exemptions. The transaction de minimis exemption is self-executing.

  • West Virginia recognizes 505, 506(b) and 506)c) under Regulation D.
  • 504 filing must file through the Mid-Atlantic Regional Program.

Mutual Funds

West Virginia recognizes the Mutual Fund Federal Exemptions and accepts such things on Form NF.

Cease and Desist Orders

Policy Statements of the Commissioner

Crowdfunding

The Jumpstart Our Business Startups (JOBS) Act, a series of legislative provisions intended to facilitate capital formation in the United States, was signed into law in 2012. This legislation included the CROWDFUND Act, which made significant changes to current federal and state securities laws. West Virginia passed its crowdfunding legislation on March 8, 2016 and the law became effective June 6, 2016. The CROWDFUND Act allows entrepreneurs to raise capital by offering to sell interests in their businesses over the Internet. Under the CROWDFUND Act, a small business is allowed to raise $1 million in a 12-month period by selling its securities to investors without registering that offering with federal or state securities regulators. This Act places limitations on how and to whom a small business can sell its securities.

  West Virginia Small Business Capital Act

Capital Formation Guidelines

Private Trusts

In the 2023-2024 West Virginia Legislative Session, §31I was added, known as the Private Trust Company Act. A private trust company is a corporation or limited liability company that is exclusively owned by at least one family member, is organized or qualified to do business in West Virginia, performs the duties of a fiduciary in the regular course of business for at least one family member, and does not transact business with the general public.

Licensed private trust companies fall under the review, evaluation, and examination of the Auditor, and are registered and issued a license. An unlicensed private trust company, while still required to provide certain information, is not evaluated, and is not licensed. A foreign private trust is an unlicensed private trust company not based in West Virginia.

Office of the State Auditor Securities Commission
1900 Kanawha Boulevard East
State Capitol Complex
Building 1 Room W-100
Charleston WV 25305
Phone  304-558-2251
Fax  304-558-4211
Email  securities@wvsao.gov

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