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23-42-505. Denial or revocation of exemption.
Arkansas Code — all titles (historical 2020) · legal_authorities
23-42-505. Denial or revocation of exemption.
(a) The Securities Commissioner may, by order, deny or revoke any exemption specified in § 23-42-503(a)(7) or (8), (b), or (c) or § 23-42-504(a) with respect to a specific security or transaction.
(b)(1) No such order may be entered without appropriate prior notice to all interested parties, opportunity for hearing, and written findings of fact and conclusions of law, except that the commissioner may by order summarily deny or revoke any of the specified exemptions pending final determination of any proceeding under this section.
(2) Upon the entry of a summary order, the commissioner shall promptly notify all interested parties that it has been entered and of the reasons therefor and that within fifteen (15) days of the receipt of a written request the matter will be set down for hearing.
(c)(1) If no hearing is requested and none is ordered by the commissioner, the order will remain in effect until it is modified or vacated by the commissioner.
(2) If a hearing is requested or ordered, the commissioner, after notice of and opportunity for hearing to all interested persons, may modify or vacate the order or extend it until final determination.
(d) No order under this section may operate retroactively.
(e) No person may be considered to have violated § 23-42-501 or § 23-42-502 by reason of any offer or sale effected after the entry of an order under this section if he or she sustains the burden of proof that he or she did not know and, in the exercise of reasonable care, could not have known of the order.
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-42-505
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. A text match is a research starting point; applicability is not established.
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Stable record: arkansas_code:legal_authorities:23-42-505
Source file: gov.ar.code.title.23.odt
Pages: Not recorded – Not recorded
Passage SHA-256: 526f7d13ee9e40feaceec49669476a1c06b69cb6ddb49056bcbd000e593a6c3a
Source location: content.xml paragraph 21356
Stored source content
23-42-505. Denial or revocation of exemption.
(a) The Securities Commissioner may, by order, deny or revoke any exemption specified in § 23-42-503(a)(7) or (8), (b), or (c) or § 23-42-504(a) with respect to a specific security or transaction.
(b)(1) No such order may be entered without appropriate prior notice to all interested parties, opportunity for hearing, and written findings of fact and conclusions of law, except that the commissioner may by order summarily deny or revoke any of the specified exemptions pending final determination of any proceeding under this section.
(2) Upon the entry of a summary order, the commissioner shall promptly notify all interested parties that it has been entered and of the reasons therefor and that within fifteen (15) days of the receipt of a written request the matter will be set down for hearing.
(c)(1) If no hearing is requested and none is ordered by the commissioner, the order will remain in effect until it is modified or vacated by the commissioner.
(2) If a hearing is requested or ordered, the commissioner, after notice of and opportunity for hearing to all interested persons, may modify or vacate the order or extend it until final determination.
(d) No order under this section may operate retroactively.
(e) No person may be considered to have violated § 23-42-501 or § 23-42-502 by reason of any offer or sale effected after the entry of an order under this section if he or she sustains the burden of proof that he or she did not know and, in the exercise of reasonable care, could not have known of the order.
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Arkansas Code — all titles (historical 2020) · legal_authorities
23-42-501. Sale of unregistered nonexempt securities.
It is unlawful for any person to offer or sell any security in this state unless:
(1) It is registered under this chapter;
(2) The security or transaction is exempted under § 23-42-503 or § 23-42-504; or
(3) It is a covered security.
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-42-501
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 23-42-501. This identifies an authority to review, not proof of applicability.
Arkansas Code — all titles (historical 2020) · legal_authorities
23-42-502. Filing of prospectus, sales literature, etc.
The Securities Commissioner, by rule or order, may require the filing of any prospectus, pamphlet, circular, form letter, advertisement, television, radio, or other sales literature or advertising communication addressed or intended for distribution to prospective investors, including clients or prospective clients of an investment adviser, as part of a registered offering or as part of an exempt offering required to be filed under § 23-42-503(d) or § 23-42-504(b).
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-42-502
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 23-42-502. This identifies an authority to review, not proof of applicability.
Arkansas Code — all titles (historical 2020) · legal_authorities
23-42-503. Exempted securities.
(a) The following securities are exempted from §§ 23-42-501 and 23-42-502:
(1)(A) Any security, including a revenue obligation, issued or guaranteed by this state, any political subdivision of this state, or any agency or corporate or other instrumentality of one (1) or more of the foregoing, or any certificate of deposit for any of the foregoing.
(B) Any securities that are offered and sold pursuant to section 4(5) of the Securities Act of 1933 or that are “mortgage related securities” as that term is defined in section 3(a)(41) of the Securities Exchange Act of 1934 are not covered securities in the same manner as obligations issued or guaranteed as to principal and interest by the United States or any agency or instrumentality thereof. These instruments, commonly referred to as private mortgage-backed securities, may be exempt from the registration requirements of this chapter, provided that the transaction or the securities are otherwise exempt under this section. This provision specifically overrides the preemption of state law contained in section 106(c) of the Secondary Mortgage Market Enhancement Act of 1984, Pub. L. No. 98-440, of the United States;
(2) Any security issued or guaranteed by Canada, any Canadian province, any political subdivision of any Canadian province, any agency or corporate or other instrumentality of one (1) or more of the foregoing, or by any other foreign government with which the United States currently maintains diplomatic relations, if the security is recognized as a valid obligation by the issuer or guarantor;
(3) Any security issued by and representing an interest in or a debt of any bank organized under the laws of the United States, or any federally insured savings bank, or any bank, savin
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-42-503
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 23-42-503. This identifies an authority to review, not proof of applicability.
Arkansas Code — all titles (historical 2020) · legal_authorities
23-42-504. Exempted transactions.
(a) The following transactions are exempted from §§ 23-42-501 and 23-42-502:
(1) Any isolated nonissuer transactions, whether effected through a broker-dealer or not, provided that repeated or successive transactions shall be prima facie evidence that the transactions are not isolated nonissuer transactions;
(2) Any nonissuer transaction by a registered agent of a registered broker-dealer, and any resale transaction by a sponsor of a unit investment trust registered under the Investment Company Act of 1940, in a security of a class that has been outstanding in the hands of the public for at least ninety (90) days, provided at the time of the transaction:
(A) The issuer of the security is actually engaged in business and not in the organization stage or in bankruptcy or receivership and is not a blank check, blind pool, or shell company whose primary plan of business is to engage in a merger or combination of the business with, or an acquisition of, an unidentified person or persons;
(B) The security is sold at a price reasonably related to the current market price of the security;
(C) The security does not constitute the whole or part of an unsold allotment to, or a subscription or participation by, the broker-dealer as an underwriter of the security;
(D) A nationally recognized securities manual designated by rule or order of the Securities Commissioner or a document filed with the United States Securities and Exchange Commission is publicly available through the United States Securities and Exchange Commission's Electronic Data Gathering, Analysis, and Retrieval system and contains:
(i) A description of the business and operations of the issuer;
(ii) The names of the issuer's officers and directors, if any, or, in th
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-42-504
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 23-42-504. This identifies an authority to review, not proof of applicability.