Current through Register Vol. 30, No. 38, September 20, 2024
A. A transaction effected by or through a
Canadian dealer or its salesmen is added to the class of transactions exempt
under A.R.S. §
44-1844,
provided the transaction is conducted in accordance with the terms of this
Section.
B. The dealer must be
domiciled in Canada, have no office or other physical presence in the United
States, and not be an office or branch of a dealer domiciled in the United
States.
C. The dealer and its
salesmen may only effect transactions in securities with or for, or induce or
attempt to induce the purchase or sale of any security by:
1. An individual from Canada who temporarily
resides in or is temporarily present in this state and with whom the Canadian
dealer had a bona fide dealer-client relationship before the individual entered
the United States; or
2. An
individual present in this state whose transactions are in a Canadian
self-directed tax-advantaged retirement account of which the individual is the
holder or contributor.
D. To effect transactions under this Section,
a dealer shall:
1. Comply with the
requirements of subsection (F).
2.
Be registered with or a member of a Canadian SRO, stock exchange, or the Bureau
des Services Financiers and maintain that registration or membership in good
standing.
3. Disclose to its
clients in this state that the dealer and its salesmen are not subject to the
full regulatory requirements of the Arizona Securities Act.
E. An exemption under this Section
shall not be available to a dealer or salesman if the dealer or salesman:
1. Has been convicted within ten years of the
date of filing of the notice under this Section of a felony or misdemeanor of
which fraud is an essential element, or a felony or misdemeanor involving the
purchase or sale of securities or arising out of the conduct of the business as
a dealer or salesman.
2. Is subject
to an order, judgment, or decree issued by a court of competent jurisdiction,
SRO, or administrative tribunal entered within 10 years preceding the filing of
the notice under this Section enjoining or restraining the dealer or salesman
from engaging in or continuing any conduct or practice in connection with the
sale or purchase of securities or involving fraud, deceit, racketeering or
consumer protection laws.
F. Prior to a dealer or salesman effecting a
transaction under this Section, a dealer shall file with the Division a notice
that contains the following:
1. A copy of the
last registration or renewal application filed in the jurisdiction in which the
dealer has its principal office, with all amendments since that
filing.
2. A consent to service of
process pursuant to A.R.S. §
44-1862.
3. The fee required under A.R.S. §
44-1861(G).
4. Written evidence that the dealer's
membership in a Canadian SRO, stock exchange, or the Bureau des Services
Financiers is in good standing.
5.
For each salesman effecting transactions in Arizona, the dealer shall file
a. A copy of the last registration or renewal
application filed in the jurisdiction in which the salesman is registered and
resident, with all amendments since that filing.
b. A consent to service of process.
c. Written evidence that the salesman is
registered and in good standing in the jurisdiction from which he or she is
effecting a transaction into this state.
G. A notice filed under this Section is
effective on the date received by the Commission and expires on December
31.
