NY Gen Bus L § 359-F (2021)
2021 New York Laws GBS - General Business Article 23-A - Fraudulent Practices in Respect to Stocks, Bonds and Other Securities 359-F - Exemptions From Certain Provisions of Section Three Hundred Fifty-Nine-E.

§  359-f.  Exemptions from certain provisions of section three hundred fifty-nine-e. 1. The provisions of subdivision eight  of  section  three hundred and fifty-nine-e shall not apply to any transactions relating to the  sale  or  offering  for  sale  of  any  of  the following described securities by a dealer therein:  (a) Any security issued, or guaranteed by the  United  States  or  any territory or insular possession thereof, or by the District of Columbia, or by any state or political subdivision or agency thereof.  (b)  Any security issued or guaranteed by the Dominion of Canada or by any foreign government with which the United States is at  the  time  of the  sale or offer for sale thereof maintaining diplomatic relations, or by any province or political subdivision thereof.  (c) Any security issued by a national bank or by any federal land bank or joint-stock land bank or national farm  loan  association  under  the provisions  of  the  federal farm loan act of July seventeenth, nineteen hundred and sixteen, or by any  corporation  created  or  acting  as  an instrumentality  of  the  government  of  the  United States pursuant to authority granted by the congress of the United States.  (d) Any securities issued or guaranteed by a public service or utility corporation, including a railroad corporation, provided such corporation is subject to regulation or supervision  either  as  to  its  rates  and charges or as to the issue of its own securities by a public commission, board  or  officer  of  the  government  of the United States, or of any territory,  or  insular  possession  thereof,  or  of   any   state   or municipality  or other political subdivision thereof, or of the Dominion of  Canada,  or  any  province  thereof;  also   equipment   and   trust certificates  or  equipment  notes  or bonds based on chattel mortgages, leases, or agreements for conditional sale of  cars,  motive  power,  or other  rolling  stock  mortgaged, leased or sold to or furnished for the use  of  or  upon  such  a  railroad  or  other  public-service  utility corporation,  or  equipment  trust  certificates,  or equipment notes or bonds where the ownership or title  of  such  equipment  is  pledged  or retained  in  accordance  with  the provisions of the laws of the United States, or of any state, territory or insular possession thereof, or  of the  District  of  Columbia,  or  of  the  Dominion of Canada, or of any province  thereof,  to  secure  the  payment  of  such  equipment  trust certificates, bonds or notes.  (e)  Any  security  issued  by a corporation organized exclusively for educational, benevolent, fraternal, or reformatory purposes, and not for pecuniary profit.  (f) Any capital stock issued by a state bank, trust company or  saving institution   incorporated   under  the  laws  of  and  subject  to  the examination, supervision and control of  any  state  or  of  the  United States or of any insular possession thereof.  (g)  Any  security  which  under  the  laws  of  this state is a legal investment for savings banks or trust funds, and  any  securities  which are underwritten or sold by any corporation under the supervision of the superintendent of financial services of the state of New York.  (h) Any security, other than common stock, outstanding for a period of not less than five years, upon which no default exists in the payment of principal  or interest and upon which no such default has occurred for a continuous immediately preceding period of five years, or in the case of preferred stock upon which dividends specified in  the  certificates  of such  stock have been paid for a continuous immediately preceding period of five years.  (i) Negotiable promissory notes, drafts, and commercial paper provided that such issue of notes, drafts and commercial paper mature in not more  than twelve months from date of issue and shall be issued  within  three months after the date of sale.  (j)  Any  bond  and  mortgage sold or offered for sale in an undivided whole.  (k)  Securities  which  on  January  first,   nineteen   hundred   and twenty-five,  have  been  fully listed upon any exchange, located in the state of New York, which on said date was organized  and  in  operation, any  securities  senior  thereto  and  additional  amounts  of  all such securities which thereafter become so listed so long as the  same  shall remain  so listed.   Securities which shall become fully listed upon any such exchange subsequent to said January  first,  nineteen  hundred  and twenty-five,  shall  not be exempted as herein provided unless and until such exchange shall cause to be duly published pursuant  hereto  in  the state  paper as defined herein, a notice which shall contain the name of the corporation, association, common law trust or  similar  organization issuing  the  securities  so listed, the business or post office address thereof, the state or country where incorporated or organized, the  date of  such  listing  and  a brief description of the securities so listed. After such publication of said notice as aforesaid, securities so listed subsequent to January  first,  nineteen  hundred  and  twenty-five,  any securities  senior thereto and additional amounts of all such securities which thereafter become so listed, shall be exempted hereunder  so  long as the same shall remain so listed.  (l)  Securities  sold or offered for sale at any judicial, executor's, administrator's, guardian's, or conservator's sale, or  any  sale  by  a receiver  or trustee in insolvency or bankruptcy, or at a public sale by auction held at an advertised time and place.  (m) Sales by or for the account of a pledgee or mortgagee  selling  or offering  for  sale  or delivery, in the ordinary course of business, to liquidate a bona fide debt, a security pledged in good faith as security for such debt.  (n) Negotiable documents of title, foreign currency orders  and  calls or options therefor.   2.  The  attorney  general  may  upon  application,  in writing, grant exemptions from the provisions of section  three  hundred  fifty-nine-e, subdivisions  two, three, four, five and six to any person, partnership, corporation, company, trust or association which is a dealer as  defined in  section three hundred and fifty-nine-e, solely by reason of the fact that it is offering to sell  or  selling  or  offering  to  purchase  or purchasing  to  or from the public, within or from this state any one or more of the securities which are specified in any one  or  more  of  the following  paragraphs  of  this subdivision two of section three hundred fifty-nine-f:  (a) Securities of a corporation which has  been  in  existence  for  a period  of  not less than ten years or which is a consolidation, merger, or successor of one or more corporations which has been in existence for a period of not less than ten years, and which have not defaulted in the payment of principal or  interest  on  any  of  its  obligations  for  a continuous immediately preceding period of ten years, and in the case of preferred  stock,  upon which dividends specified in the certificates of such stock have been paid for a continuous immediately preceding  period of six years, and in the case of common stock, upon which dividends have been  paid annually for a continuous immediately preceding period of six years at the rate of not less than three per cent of the book  value  of such common stock as shown by its balance sheet at the date of the close of the fiscal year in which such dividends were paid, as certified by an independent certified public accountant.  (b)  Securities  which  are  fully  listed  on any securities exchange located in this state so long as the same shall remain  so  listed,  and any  securities  senior  thereto  and  additional  amounts  of  any such securities which are so listed or which it is planned, at  the  time  of the offering thereof, to list.  (c)  All  securities  which  are  mentioned  in  section three hundred fifty-nine-f, subdivision one, with the exception of such securities  as are specified in subdivisions h and k thereof.  (d)  Securities which are to be sold in a limited offering to not more than forty persons; but the attorney-general may grant an exemption  for offerings  made  to  more  than  forty  persons  when  he  deems such an exemption within the purposes of this subdivision.  (e) Securities issued in connection with an employees' stock purchase, savings, pension, profit-sharing, or similar benefit plan.