Registration Exemption – Canadian Cross-Border Trading

Registration Exemption – Canadian Cross-Border Trading. Pursuant to Sections 75- 71-401(d), 75-71-402(b)(9), and 75-71-605(a) of the Act, the Secretary of State finds that it is consistent with the public interest and with the purpose fairly intended by the policy and provisions of the Act to exempt the following persons from the registration requirements of Sections 75-71-401 and 75-71-402 of the Act: A. A broker-dealer who is registered in Canada, has no office or other physical presence in this state, and complies with the following conditions 1. Only effects or attempts to effect transactions in securities: a. With or through the issuers of the securities involved in the transactions, broker-dealers, banks, savings institutions, trust companies, insurance companies, investment companies (as defined in the Investment Company Act of 1940), pension or profit-sharing trusts, or other financial institutions or institutional buyers, whether acting for themselves or as trustees; b. With or for an individual from Canada who is temporarily present in this state and with whom the broker-dealer had a bona fide customer relationship before the individual entered the United States; c. With or for an individual from Canada who is present in this state and whose transactions are in a self-directed tax advantaged retirement plan in Canada of which the individual is the holder or contributor; or d. An individual who is present in this state and with whom the broker-dealer customer relationship arose while the individual was temporarily or permanently residing in Canada; and 2. Files a notice in the form of his current application required by the jurisdiction in which his head office is located and a consent to service of process; 3. Is registered with or is a member of a self-regulatory organization, stock exchange in Canada, or the Bureau des services financiers; 4. Maintains his provincial or territorial registration and his registration with or membership in a self-regulatory organization, stock exchange, or the Bureau des services financiers in good standing; 5. Discloses to his clients in this state that he is not subject to the full regulatory requirements of the Act; 6. Is not in violation of Sections 75-71-501 or 75-71-502 of the Act and all Rules promulgated thereunder; and 7. Submits to the Division the fee set forth in Rule 4.13. B. An agent who represents a broker-dealer exempted from registration pursuant to Subsection (A) of this Rule, is also exempted from the registration requirements of Sections 75-71-401 and 75-71-402 of the Act, provided that such agent complies with the same conditions in Subsection (A) of this Rule and maintains his or her provincial or territorial registration in good standing.