Section 409.4-402

Title XXVI TRADE AND COMMERCE

Chapter 409

Effective - 01 Sep 2003, see footnote   

  409.4-402.  Agent registration requirement and exemptions. — (a)  It is unlawful for an individual to transact business in this state as an agent unless the individual is registered under this act as an agent or is exempt from registration as an agent under subsection (b).

  (b)  The following individuals are exempt from the registration requirement of subsection (a):

  (1)  An individual who represents a broker-dealer in effecting transactions in this state limited to those described in Section 15(h)(2) of the Securities Exchange Act of 1934 (15 U.S.C. Section 78(o)(2));

  (2)  An individual who represents a broker-dealer that is exempt under section 409.4-401(b) or (d);

  (3)  An individual who represents an issuer with respect to an offer or sale of the issuer's own securities or those of the issuer's parent or any of the issuer's subsidiaries, and who is not compensated in connection with the individual's participation by the payment of commissions or other remuneration based, directly or indirectly, on transactions in those securities;

  (4)  An individual who represents an issuer and who effects transactions in the issuer's securities exempted by section 409.2-202, other than section 409.2-202(11) and (14);

  (5)  An individual who represents an issuer that effects transactions solely in federal covered securities of the issuer, but an individual who effects transactions in a federal covered security under Section 18(b)(3) or 18(b)(4)(D) of the Securities Act of 1933 (15 U.S.C. Section 77r(b)(3) or 77r(b)(4)(D)) is not exempt if the individual is compensated in connection with the agent's participation by the payment of commissions or other remuneration based, directly or indirectly, on transactions in those securities;

  (6)  An individual who represents a broker-dealer registered in this state under section 409.4-401(a) or exempt from registration under section 409.4-401(b) in the offer and sale of securities for an account of a nonaffiliated federal covered investment adviser with investments under management in excess of one hundred million dollars acting for the account of others pursuant to discretionary authority in a signed record;

  (7)  An individual who represents an issuer in connection with the purchase of the issuer's own securities;

  (8)  An individual who represents an issuer and who restricts participation to performing clerical or ministerial acts; or

  (9)  Any other individual exempted by rule adopted or order issued under this act.

  (c)  The registration of an agent is effective only while the agent is employed by or associated with a broker-dealer registered under this act or an issuer that is offering, selling, or purchasing its securities in this state.

  (d)  It is unlawful for a broker-dealer, or an issuer engaged in offering, selling, or purchasing securities in this state, to employ or associate with an agent who transacts business in this state on behalf of broker-dealers or issuers unless the agent is registered under subsection (a) or exempt from registration under subsection (b).

  (e)  An individual may not act as an agent for more than one broker-dealer or one issuer at a time, unless the broker-dealer or the issuer for which the agent acts are affiliated by direct or indirect common control or are authorized by rule or order under this act.

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(L. 2003 H.B. 380)

Effective 9-01-03