(a) Upon approval
of the application by the commissioner, a certificate of registration shall be
issued certifying that the dealer is authorized to engage in the securities
business in this State.
(b) Every
registrant shall immediately notify the commissioner of any material change in
any information, exhibits, or schedules submitted, or circumstances disclosed
in its last prior application, by filing a correcting amendment at the time of
occurrence or discovery of the changes. Changes that shall be reported under
this rule include, but are not limited to, the following:
(1) Change in firm name, ownership,
management, or control of a dealer;
(2) A change in any of its partners,
officers, or persons in similar positions;
(3) Change in its business address, or the
creation or termination of a branch office in Hawaii;
(4) Change in type of entity, general plan,
or character of dealer's business, method of operation or type of securities in
which it is dealing or trading;
(5)
Material adverse change in financial condition, insolvency, dissolution or
liquidation, or impairment of working capital, or noncompliance with the
minimum capital or bond requirements provided in sections 16-38-5.2(b) and
16-38-5.3(b);
(6) Termination of
business or discontinuance of those activities as a dealer or salesperson;
and
(7) The commencement of any
proceeding or action that must be disclosed pursuant to the disciplinary
questions on Form BD, including but not limited to, filing of a criminal charge
or civil action against a registrant or a partner or officer, in which a
fraudulent, dishonest, or unethical act is alleged, or a violation of a
securities law or any aspect of the securities business is involved, entry of a
court or administrative order or proceeding against a registrant to deny,
suspend, or revoke a registration, or threatening to do so, or to enjoin it
from engaging in or continuing any conduct or practice in the securities
business, or to impose a fine, suspension, or expulsion from the
NASD.
(c) Registration
of successor dealer. In the event that a new dealer becomes the successor and
continues the business of a dealer registered pursuant to section 16-38-5.2,
the registration of the predecessor dealer shall be deemed to remain effective
as the registration of the successor dealer only if the successor dealer,
within thirty days after such succession, files an application for registration
on Form BD, and the predecessor dealer files a notice of withdrawal from
registration on Form BDW.
(1) The
registration of the predecessor dealer shall cease to be effective as the
registration of the successor dealer forty-five days after the application for
registration on Form BD is filed by the successor dealer; and
(2) Notwithstanding any other provision of
this section, if a new dealer becomes the successor and continues the business
of a registered dealer, and the succession is based solely on a change in the
predecessor dealer's date or state of incorporation, form of organization, or
composition of a partnership, the successor dealer may, within thirty days
after the succession, amend the registration of the predecessor dealer on Form
BD to reflect these changes. This amendment shall be deemed an application for
registration filed by the predecessor dealer and adopted by the successor
dealer.
