Texas Administrative Code
Title 7 - BANKING AND SECURITIES
Part 7 - STATE SECURITIES BOARD
Chapter 113 - REGISTRATION OF SECURITIES
Section 113.3 - Fair, Just, and Equitable Standards

Universal Citation: 7 TX Admin Code ยง 113.3

Current through Reg. 49, No. 38; September 20, 2024

The following factors, among others, will usually be considered in determining whether or not a securities issue is fair, just, and equitable.

(1) General meaning. "Fair, just, and equitable" as used in the Texas Securities Act, §4003.006 and §4003.103, means fair, just, and equitable to the new investors. It does not relate to customers or competitors of the business as such and does not apply to other business relationships of the issuer, promoter, or business. The words "fair, just, and equitable" are accorded their generally recognized meanings and are not used in any narrow, technical sense.

(2) Limitation on liability. Issues of securities that expose public investors to unlimited liability normally are not fair, just, or equitable; however, the Securities Commissioner may consider disclosure, sophistication of investors, potential probability of liability, amount of potential liability exposure, and amount of insurance against such exposure as possible mitigating factors.

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