reglab/statecodes huggingface dataset:
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 5 - FRAUDULENT AND PROHIBITED PRACTICES › Section 25400.

25400. It is unlawful for any person, directly or indirectly, in this state:
(a) For the purpose of creating a false or misleading appearance of active trading in any security or a false or misleading appearance with respect to the market for any security, (1) to effect any transaction in a security which involves no change in the beneficial ownership thereof, or (2) to enter an order or orders for the purchase of any security with the knowledge that an order or orders of substantially the same size, at substantially the same time and at substantially the same price, for the sale of any such security, has been or will be entered by or for the same or different parties, or (3) to enter an order or orders for the sale of any security with the knowledge that an order or orders of substantially the same size, at substantially the same time and at substantially the same price, for the purchase of any such security, has been or will be entered by or for the same or different parties.
(b) To effect, alone or with one or more other persons, a series of transactions in any security creating actual or apparent active trading in such security or raising or depressing the price of such security, for the purpose of inducing the purchase or sale of such security by others.
(c) If such person is a broker-dealer or other person selling or offering for sale or purchasing or offering to purchase the security, to induce the purchase or sale of any security by the circulation or dissemination of information to the effect that the price of any such security will or is likely to rise or fall because of market operations of any one or more persons conducted for the purpose of raising or depressing the price of such security.
(d) If such person is a broker-dealer or other person selling or offering for sale or purchasing or offering to purchase the security, to make, for the purpose of inducing the purchase or sale of such security by others, any statement which was, at the time and in the light of the circumstances under which it was made, false or misleading with respect to any material fact, or which omitted to state any material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading, and which he knew or had reasonable ground to believe was so false or misleading.
(e) For a consideration, received directly or indirectly from a broker-dealer or other person selling or offering for sale or purchasing or offering to purchase the security, to induce the purchase or sale of any security by the circulation or dissemination of information to the effect that the price of such security will or is likely to rise or fall because of the market operations of any one or more persons conducted for the purpose of raising or depressing the price of such security.
(Added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 5 - FRAUDULENT AND PROHIBITED PRACTICES › Section 25401.

25401. It is unlawful for any person to offer or sell a security in this state, or to buy or offer to buy a security in this state, by means of any written or oral communication that includes an untrue statement of a material fact or omits to state a material fact necessary to make the statements made, in the light of the circumstances under which the statements were made, not misleading.
(Amended by Stats. 2015, Ch. 190, Sec. 19. (AB 1517) Effective January 1, 2016.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 5 - FRAUDULENT AND PROHIBITED PRACTICES › Section 25402.

25402. It is unlawful for an issuer or any person who is an officer, director or controlling person of an issuer or any other person whose relationship to the issuer gives him access, directly or indirectly, to material information about the issuer not generally available to the public, to purchase or sell any security of the issuer in this state at a time when he knows material information about the issuer gained from such relationship which would significantly affect the market price of that security and which is not generally available to the public, and which he knows is not intended to be so available, unless he has reason to believe that the person selling to or buying from him is also in possession of the information.
(Added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 5 - FRAUDULENT AND PROHIBITED PRACTICES › Section 25403.

25403. (a) Every person who with knowledge directly or indirectly controls and induces any person to violate any provision of this division or any rule or order thereunder shall be deemed to be in violation of that provision, rule, or order to the same extent as the controlled and induced person.
(b) Any person that knowingly provides substantial assistance to another person in violation of any provision of this division or any rule or order thereunder shall be deemed to be in violation of that provision, rule, or order to the same extent as the person to whom the assistance was provided.
(c) It shall be unlawful for any person directly or indirectly to do any act or thing which would be unlawful for that person to do under any provision of this division or any rule or order thereunder through or by any other person.
(d) Nothing in this section shall be construed to limit the power of the state to punish any person for any conduct which constitutes a crime under any other statute.
(Added by Stats. 1998, Ch. 391, Sec. 12. Effective January 1, 1999.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 5 - FRAUDULENT AND PROHIBITED PRACTICES › Section 25404.

25404. (a) It is unlawful for any person to knowingly alter, destroy, mutilate, conceal, cover up, falsify, or make a false entry in any record, document, or tangible object with the intent to impede, obstruct, or influence the administration or enforcement of this division.
(b) It is unlawful for any person to knowingly make an untrue statement to the commissioner during the course of licensing, investigation, or examination, with the intent to impede, obstruct, or influence the administration or enforcement of any provision of this division.
(Amended by Stats. 2007, Ch. 101, Sec. 5. Effective January 1, 2008.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25500.

25500. Any person who willfully participates in any act or transaction in violation of Section 25400 shall be liable to any other person who purchases or sells any security at a price which was affected by such act or transaction for the damages sustained by the latter as a result of such act or transaction. Such damages shall be the difference between the price at which such other person purchased or sold securities and the market value which such securities would have had at the time of his purchase or sale in the absence of such act or transaction, plus interest at the legal rate.
(Repealed and added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25501.

25501. Any person who violates Section 25401 shall be liable to the person who purchases a security from, or sells a security to, that person, who may sue either for rescission or for damages (if the plaintiff or the defendant, as the case may be, no longer owns the security), unless the defendant proves that the plaintiff knew the facts concerning the untruth or omission or that the defendant exercised reasonable care and did not know (or if the defendant had exercised reasonable care, would not have known) of the untruth or omission. Upon rescission, a purchaser may recover the consideration paid for the security, plus interest at the legal rate, less the amount of any income received on the security, upon tender of the security. Upon rescission, a seller may recover the security, upon tender of the consideration paid for the security plus interest at the legal rate, less the amount of any income received by the defendant on the security. Damages recoverable under this section by a purchaser shall be an amount equal to the difference between (a) the price at which the security was bought plus interest at the legal rate from the date of purchase and (b) the value of the security at the time it was disposed of by the plaintiff plus the amount of any income received on the security by the plaintiff. Damages recoverable under this section by a seller shall be an amount equal to the difference between (1) the value of the security at the time of the filing of the complaint plus the amount of any income received by the defendant on the security and (2) the price at which the security was sold plus interest at the legal rate from the date of sale. Any tender specified in this section may be made at any time before entry of judgment. In addition to the relief described above, the court shall award reasonable attorney’s fees and costs to a prevailing purchaser or seller who succeeds in establishing a right to the relief provided by this section.
(Amended by Stats. 2021, Ch. 617, Sec. 2. (AB 511) Effective January 1, 2022.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25501.5.

25501.5. (a) (1) A person who purchases a security from or sells a security to a broker-dealer that is required to be licensed and has not, at the time of the sale or purchase, applied for and secured from the commissioner a certificate under Part 3 (commencing with Section 25200), that is in effect at the time of the sale or purchase authorizing that broker-dealer to act in that capacity, may bring an action for rescission of the sale or purchase or, if the plaintiff or the defendant no longer owns the security, for damages.
(2) Upon rescission and tender of the security, a purchaser may recover the consideration paid for the security plus interest at the legal rate, less the amount of any income received on the security.
(3) Upon rescission and tender of the consideration paid for the security plus interest at the legal rate, a seller may recover the security plus the amount of any income received by the defendant on the security.
(4) Damages recoverable under this section by a purchaser shall be an amount equal to the difference between the following:
(A) The price at which the security was bought plus interest at the legal rate from the date of purchase.
(B) The value of the security at the time it was disposed of by the plaintiff plus the amount of any income received on the security by the plaintiff.
(5) Damages recoverable under this section by a seller shall be an amount equal to the difference between the following:
(A) The value of the security at the time of the filing of the complaint plus the amount of any income received by the defendant on the security.
(B) The price at which the security was sold plus interest at the legal rate from the date of sale.
(6) A tender of a security or of consideration paid for a security plus interest pursuant to this section may be made at any time before entry of judgment.
(b) The court, in its discretion, may award reasonable attorney’s fees and costs to a prevailing plaintiff under this section.
(Added by Stats. 2004, Ch. 575, Sec. 2. Effective January 1, 2005.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25502.

25502. Any person who violates Section 25402 shall be liable to the person who purchases a security from him or sells a security to him, for damages equal to the difference between the price at which such security was purchased or sold and the market value which such security would have had at the time of the purchase or sale if the information known to the defendant had been publicly disseminated prior to that time and a reasonable time had elapsed for the market to absorb the information, plus interest at the legal rate, unless the defendant proves that the plaintiff knew the information or that the plaintiff would have purchased or sold at the same price even if the information had been revealed to him.
(Repealed and added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25502.5.

25502.5. (a) Any person other than the issuer who violates Section 25402 shall be liable to the issuer of the security purchased or sold in violation of Section 25402 for damages in an amount up to three times the difference between the price at which the security was purchased or sold and the market value which the security would have had at the time of the purchase or sale if the information known to the defendant had been publicly disseminated prior to that time and a reasonable time had elapsed for the market to absorb the information and shall be liable to the issuer of the security or to a person who institutes an action under this section in the right of the issuer of the security for reasonable costs and attorney’s fees.
(b) The amounts recoverable under this section by the issuer shall be reduced by any amount paid by the defendant in a proceeding brought by the Securities and Exchange Commission with respect to the same transaction or transactions under the federal Insider Trading Sanctions Act of 1984 (15 U.S.C. Secs. 78a, 78c, 78o, 78t, 78u, and 78ff) or any other act regardless of whether the amount was paid pursuant to a judgment or settlement or paid before or after the filing of an action by the plaintiff against the defendant. If a proceeding has been commenced by the Securities and Exchange Commission but has not been finally resolved, the court shall delay entering a judgment for the plaintiff under this section until that proceeding is resolved.
(c) If any shareholder of an issuer alleges to the board that there has been a violation of this section, the board shall be required to consider the allegation in good faith, and if the allegation involves misconduct by any director, that director shall not be entitled to vote on any matter involving the allegation. However, that director may be counted in determining the presence of a quorum at a meeting of the board or a committee of the board.
(d) This section shall only apply to issuers who have total assets in excess of one million dollars ($1,000,000) and have a class of equity security held of record by 500 or more persons.
(Added by Stats. 1988, Ch. 1339, Sec. 4.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25504.

25504. Every person who directly or indirectly controls a person liable under Section 25501 or 25503, every partner in a firm so liable, every principal executive officer or director of a corporation so liable, every person occupying a similar status or performing similar functions, every employee of a person so liable who materially aids in the act or transaction constituting the violation, and every broker-dealer or agent who materially aids in the act or transaction constituting the violation, are also liable jointly and severally with and to the same extent as such person, unless the other person who is so liable had no knowledge of or reasonable grounds to believe in the existence of the facts by reason of which the liability is alleged to exist.
(Repealed and added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25504.1.

25504.1. Any person who materially assists in any violation of Section 25110, 25120, 25130, 25133, or 25401, or a condition of qualification under Chapter 2 (commencing with Section 25110) of Part 2 of this division imposed pursuant to Section 25141, or a condition of qualification under Chapter 3 (commencing with Section 25120) of Part 2 of this division imposed pursuant to Section 25141, or an order suspending trading issued pursuant to Section 25219, with intent to deceive or defraud, is jointly and severally liable with any other person liable under this chapter for such violation.
(Amended by Stats. 1977, Ch. 762.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25504.2.

25504.2. (a) Any accountant, engineer, appraiser, or other person whose profession gives authority to a statement made by such person, who pursuant to rule of the commissioner has given written consent to be and has been named in any prospectus or offering circular distributed in connection with the offer or sale of securities as having prepared or certified in such capacity either any part of such document or any written report or valuation which is distributed with or referred to in any such document is jointly and severally liable with any other person liable under Section 25501 if:
(1) The part of such document so prepared or certified or the report or valuation so distributed or referred to includes an untrue statement of a material fact or omits to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; and
(2) The person asserting such liability acquired a security described in such document in reliance on such untrue statement or in reliance on such part of the document or on such report or valuation without notice of such omission.
(b) Notwithstanding the provisions of subdivision (a), no such accountant, engineer, appraiser, or other person shall be liable as provided therein if such person sustains the burden of proof that:
(1) Such person had, after reasonable investigation, reasonable ground to believe and did believe, at the time such person consented to such use of such person’s name, that the statements so included in such part of such document or in such report or valuation were true and that there was no omission to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading; or
(2) Such part of such document did not fairly represent such person’s statement as an expert or was not a fair copy of or extract from such person’s report or valuation as an expert; or
(3) Prior to the acquisition of the security by the person asserting the liability, such accountant, engineer, appraiser, or other person advised the issuer and the commissioner in writing that such person would not be responsible for such part of the document or the report or valuation.
(c) A person who participates in the preparation of a document described in subdivision (a) of this section shall be deemed to have prepared or certified only those portions thereof which are expressly stated with such person’s written consent to have been made on such person’s authority.
(Amended by Stats. 1978, Ch. 663.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25505.

25505. A corporation which is liable under this chapter shall have a right of indemnification against any of its principal executive officers, directors, and controlling persons whose willful violation of any provision of this law gave rise to such liability. All persons liable under this chapter shall have a right of contribution against all other persons similarly liable, based upon each person’s proportionate share of the total liability, except that no person whose willful violation of any provision of this law has given rise to any liability shall have any right of contribution against any other person guilty merely of a negligent violation, and except that no principal executive officer, director, or controlling person whose willful violation has given rise to any liability shall have any right of contribution against the corporation to which he sustains that relationship.
(Repealed and added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25506.

25506. (a) For proceedings commencing before January 1, 2005, no action shall be maintained to enforce any liability created under Section 25500, 25501, or 25502 (or Section 25504 or Section 25504.1 insofar as they related to those sections) unless brought before the expiration of four years after the act or transaction constituting the violation or the expiration of one year after the discovery by the plaintiff of the facts constituting the violation, whichever shall first expire.
(b) For proceedings commencing on or after January 1, 2005, no action shall be maintained to enforce any liability created under Section 25500, 25501, or 25502 (or Section 25504 or Section 25504.1 insofar as they related to those sections) unless brought before the expiration of five years after the act or transaction constituting the violation or the expiration of two years after the discovery by the plaintiff of the facts constituting the violation, whichever shall first expire.
(Amended by Stats. 2004, Ch. 575, Sec. 3. Effective January 1, 2005.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25506.1.

25506.1. No action shall be maintained to enforce any liability created under Section 25504.2 unless brought within one year after the discovery of the facts constituting the violation, or after such discovery should have been made by the exercise of reasonable diligence. In no event shall any such action be brought more than three years after the act or transaction constituting the violation.
(Added by Stats. 1977, Ch. 762.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25508.

25508. No action shall be maintained to enforce any right of indemnification or contribution created by Section 25505 unless brought before the expiration of one year after final judgment based upon the liability for which the right of indemnification or contribution exists.
(Repealed and added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25508.5.

25508.5. In addition to any other rights provided for under this division, including, but not limited to, Sections 25501 and 25506, or otherwise, a person who purchases a viatical or life settlement contract or a fractionalized or pooled interest therein may rescind or cancel the purchase for any reason. The person may rescind or cancel the purchase at any time before seven calendar days after the date the person remits the required consideration to the issuer or the issuer’s agent by giving written notice of rescission or cancellation to the issuer or the issuer’s agent. No specific form is required for the rescission or cancellation. The notice is effective when personally delivered, deposited in the United States mail, or deposited with a commercial courier or delivery service. The issuer shall refund all the person’s money within seven calendar days after receiving the notice of rescission or cancellation.
(Added by Stats. 2000, Ch. 705, Sec. 6. Effective January 1, 2001.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25509.

25509. Every cause of action under this chapter survives the death of any person who might have been a plaintiff or defendant.
(Repealed and added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 1 - Civil Liability › Section 25510.

25510. Except as explicitly provided in this chapter, no civil liability in favor of any private party shall arise against any person by implication from or as a result of the violation of any provision of this law or any rule or order hereunder. Nothing in this chapter shall limit any liability which may exist by virture of any other statute or under common law if this law were not in effect.
(Repealed and added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 2 - Powers of the Commissioner › Section 25530.

25530. (a) Whenever it appears to the commissioner that any person has engaged, is engaging, or is about to engage in any act or practice constituting a violation of any provision of this division or any rule or order hereunder, the commissioner may in the commissioner’s discretion bring an action in the name of the people of the State of California in the superior court to enjoin the acts or practices or to enforce compliance with this law or any rule or order hereunder. Upon a proper showing, a permanent or preliminary injunction, restraining order, or writ of mandate shall be granted and a receiver, monitor, conservator, or other designated fiduciary or officer of the court may be appointed for the defendant or the defendant’s assets, or any other ancillary relief may be granted as appropriate.
A receiver, monitor, conservator, or other designated fiduciary or officer of the court appointed by the superior court pursuant to this section may, with the approval of the court, exercise any or all of the powers of the defendant’s officers, directors, partners, trustees or persons who exercise similar powers and perform similar duties, including the filing of a petition for bankruptcy. No action at law or in equity may be maintained by any party against the commissioner, or a receiver, monitor, conservator, or other designated fiduciary or officer of the court, by reason of their exercising these powers or performing these duties pursuant to the order of, or with the approval of, the superior court.
(b) If the commissioner determines it is in the public interest, the commissioner may include in any action authorized by subdivision (a) a claim for ancillary relief, including but not limited to, a claim for restitution or disgorgement or damages on behalf of the persons injured by the act or practice constituting the subject matter of the action, and the court shall have jurisdiction to award additional relief.
(c) In any case in which a defendant is ordered by the court to pay restitution to a victim, the court may in its order require the payment as a money judgment, which shall be enforceable by a victim as if the restitution order were a separate civil judgment, and enforceable in the same manner as is provided for the enforcement of any other money judgment. Any order issued under this subdivision shall contain provisions that are designed to achieve a fair and orderly satisfaction of the judgment.
(Amended by Stats. 2013, Ch. 335, Sec. 7. (SB 538) Effective January 1, 2014.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 2 - Powers of the Commissioner › Section 25530.1.

25530.1. In any proceeding under Section 25530, the court may prohibit, conditionally or unconditionally, and permanently or for such period of time as it shall determine, any person who violated Section 25401 from acting as an officer or director of any issuer that has securities qualified pursuant to Section 25110, or that has securities or a transaction exempt from qualification pursuant to Section 25100, 25102, or 25103, if the person’s conduct demonstrates unfitness to serve as an officer or director of the issuer.
(Added by Stats. 2007, Ch. 101, Sec. 6. Effective January 1, 2008.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 2 - Powers of the Commissioner › Section 25531.

25531. (a) The commissioner in his discretion (1) may make such public or private investigations within or outside of this state as he deems necessary to determine whether any person has violated or is about to violate any provision of this law or any rule or order hereunder or to aid in the enforcement of this law or in the prescribing of rules and forms hereunder, and (2) may publish information concerning any violation of this law or any rule or order hereunder.
(b) In making any investigation authorized by subdivision (a) of this section, the commissioner may, for a reasonable time not exceeding 30 days, take possession of the books, records, accounts and other papers pertaining to the business of any broker-dealer or investment adviser and place a keeper in exclusive charge of them in the place where they are usually kept. During such possession no person shall remove or attempt to remove any of the books, records, accounts, or other papers except pursuant to a court order or with the consent of the commissioner; but the directors, officers, partners, and employees of the broker-dealer or investment adviser may examine them, and employees shall be permitted to make entries therein reflecting current transactions.
(c) For the purpose of any investigation or proceeding under this law, the commissioner or any officer designated by him may administer oaths and affirmations, subpoena witnesses, compel their attendance, take evidence, and require the production of any books, papers, correspondence, memoranda, agreements, or other documents or records which the commissioner deems relevant or material to the inquiry.
(d) In case of contumacy by, or refusal to obey a subpoena issued to, any person, the superior court, upon application by the commissioner, may issue to the person an order requiring him to appear before the commissioner, or the officer designated by him, there to produce documentary evidence, if so ordered, or to give evidence touching the matter under investigation or in question. Failure to obey the order of the court may be punished by the court as a contempt.
(e) No person is excused from attending and testifying or from producing any document or record before the commissioner, or in obedience to the subpoena of the commissioner or any officer designated by him, or in any proceeding instituted by the commissioner, on the ground that the testimony or evidence (documentary or otherwise) required of him may tend to incriminate him or subject him to a penalty or forfeiture; but no individual may be prosecuted or subjected to any penalty or forfeiture for or on account of any transaction, matter, or thing concerning which he is compelled, after validly claiming his privilege against self-incrimination, to testify or produce evidence (documentary or otherwise), except that the individual testifying is not exempt from prosecution and punishment for perjury or contempt committed in testifying.
(Added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 2 - Powers of the Commissioner › Section 25533.

25533. The commissioner may refer any evidence available concerning any violation of this law or of any rule or order hereunder to the Attorney General or the district attorney of the county in which the violation occurred, who may, with or without this type of a reference, institute appropriate criminal proceedings under this law. The commissioner and his or her counsel, deputies, or assistants may, upon request of the Attorney General or the district attorney, assist the prosecuting attorney in presenting the law or facts at the trial.
(Amended by Stats. 2003, Ch. 876, Sec. 1. Effective January 1, 2004.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 2 - Powers of the Commissioner › Section 25533.5.

25533.5. The commissioner shall send a copy of a desist and refrain order issued under this law to the Attorney General and the district attorney of the county in which the person who is the subject of the order resides or maintains a principal place of business. There shall be no liability on the part of, and no cause of action of any nature shall arise against, the State of California, the department and its employees, the commissioner, the members of the commissioner’s staff, or the commissioner’s authorized representatives for the failure to provide to the Attorney General or the district attorney a copy of the order as required by this section.
(Amended by Stats. 2003, Ch. 876, Sec. 2. Effective January 1, 2004.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 2 - Powers of the Commissioner › Section 25534.

25534. Whenever any securities are issued which the commissioner determines were offered or sold in violation of Section 25110, 25120, or 25130, the commissioner may, by written order to the issuer and notice to the holders of such securities, require certificates evidencing such securities to have stamped or printed prominently on their face a legend, in the form prescribed by rule of the commissioner, restricting the transfer of such securities. Upon receipt of the order, the issuer shall stamp or print such legend prominently on the face of all outstanding certificates subject to the order. If, after such order or notice has been given, a request for a hearing is filed in writing by the person or persons to whom such order or notice was addressed, a hearing shall be held in accordance with the provisions of the Administrative Procedure Act, Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code, and the commissioner shall have all the powers granted thereunder; unless such hearing is commenced within 15 business days after the request for hearing is received by the commissioner (or the person or persons affected and the issuer consent to a later date), such order and notice are rescinded.
(Amended by Stats. 1973, Ch. 390.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 2 - Powers of the Commissioner › Section 25535.

25535. (a) Any person who violates any provision of this law, or who violates any rule or order under this law, shall be liable for a civil penalty not to exceed twenty-five thousand dollars ($25,000) for each violation, which shall be assessed and recovered in a civil action brought in the name of the people of the State of California by the commissioner in any court of competent jurisdiction.
(b) As applied to the penalties for acts in violation of this division, the remedies provided by this section and by other sections of this division are not exclusive, and may be sought and employed in any combination to enforce the provisions of this division.
(c) No action shall be maintained to enforce any liability created under subdivision (a) unless brought before the expiration of four years after the act or transaction constituting the violation.
(Amended by Stats. 1998, Ch. 391, Sec. 13. Effective January 1, 1999.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 2 - Powers of the Commissioner › Section 25536.

25536. (a) The commissioner may take such actions as are authorized by Section 6d of the federal Commodity Exchange Act (7 U.S.C. Sec. 1 et seq.) as amended before or after the effective date of this section.
(b) Nothing in this section shall be construed as a limitation on the powers of the commissioner under this division or any other law administered by the commissioner.
(Amended by Stats. 1984, Ch. 193, Sec. 11.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 3 - Crimes › Section 25540.

25540. (a) Except as provided for in subdivision (b), any person who willfully violates any provision of this division, or who willfully violates any rule or order under this division, shall upon conviction be fined not more than one million dollars ($1,000,000), or imprisoned pursuant to subdivision (h) of Section 1170 of the Penal Code, or in a county jail for not more than one year, or be punished by both that fine and imprisonment; but no person may be imprisoned for the violation of any rule or order if he or she proves that he or she had no knowledge of the rule or order.
(b) Any person who willfully violates Section 25400, 25401, or 25402, or who willfully violates any rule or order under this division adopted pursuant to those provisions, shall upon conviction be fined not more than ten million dollars ($10,000,000), or imprisoned pursuant to subdivision (h) of Section 1170 of the Penal Code for two, three, or five years, or be punished by both that fine and imprisonment.
(c) Any issuer, as defined in Section 2 of the Sarbanes-Oxley Act of 2002 (Public Law 107-204), who willfully violates Section 25400, 25401, or 25402, or who willfully violates any rule or order under this division adopted pursuant to those provisions, shall upon conviction be fined not more than twenty-five million dollars ($25,000,000), or imprisoned pursuant to subdivision (h) of Section 1170 of the Penal Code for two, three, or five years, or be punished by both that fine and imprisonment.
(Amended by Stats. 2011, Ch. 15, Sec. 47. (AB 109) Effective April 4, 2011. Operative October 1, 2011, by Sec. 636 of Ch. 15, as amended by Stats. 2011, Ch. 39, Sec. 68.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 3 - Crimes › Section 25541.

25541. (a) Any person who willfully employs, directly or indirectly, any device, scheme, or artifice to defraud in connection with the offer, purchase, or sale of any security or willfully engages, directly or indirectly, in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any person in connection with the offer, purchase, or sale of any security shall upon conviction be fined not more than ten million dollars ($10,000,000), or imprisoned pursuant to subdivision (h) of Section 1170 of the Penal Code for two, three, or five years, or be punished by both that fine and imprisonment.
(b) Any issuer, as defined in Section 2 of the Sarbanes-Oxley Act of 2002 (Public Law 107-204), who willfully violates subdivision (a) shall upon conviction be fined not more than twenty-five million dollars ($25,000,000), or imprisoned pursuant to subdivision (h) of Section 1170 of the Penal Code for two, three, or five years, or be punished by both that fine and imprisonment.
(Amended by Stats. 2011, Ch. 15, Sec. 48. (AB 109) Effective April 4, 2011. Operative October 1, 2011, by Sec. 636 of Ch. 15, as amended by Stats. 2011, Ch. 39, Sec. 68.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 3 - Crimes › Section 25542.

25542. Nothing in this law limits the power of the state to punish any person for any conduct which constitutes a crime under any other statute.
(Added by Stats. 1968, Ch. 88.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 6 - ENFORCEMENT › CHAPTER 4 - Service of Process › Section 25550.

25550. When any person, including any nonresident of this state, engages in conduct prohibited or made actionable by this law or any rule or order hereunder, whether or not he has filed a consent to service of process under subdivision (h) of Section 25102, Section 25165, or Section 25240, and personal jurisdiction over him cannot otherwise be obtained in this state, that conduct shall be considered equivalent to his appointment of the commissioner or his successor in office to be his attorney to receive service of any lawful process in any noncriminal suit, action, or proceeding against him or his successor, executor, or administrator which grows out of that conduct and which is brought under this law or any rule or order hereunder, with the same force and validity as if served on him personally. Service may be made by leaving a copy of the process in the office of the commissioner, but it is not effective unless (a) the plaintiff, who may be the commissioner in a suit, action, or proceeding instituted by him, forthwith sends notice of the service and a copy of the process by registered or certified mail to the defendant or respondent at his last known address or takes other steps which are reasonably calculated to give actual notice, and (b) the plaintiff’s affidavit of compliance with this section is filed in the case on or before the return day of the process, if any, or within such further time as the court allows.
(Amended by Stats. 1973, Ch. 390.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 7 - ADMINISTRATION › Section 25604.

25604. The administration and enforcement of, and the education of the public relative to, the laws and programs of the Department of Financial Protection and Innovation shall be supported from the State Corporations Fund. Funds appropriated from the State Corporations Fund and made available for expenditure for any law or program of the department may come from fees collected from the following:
(a) Section 25608, except for fees collected pursuant to subdivisions (o) to (r), inclusive, of Section 25608.
(b) Section 25608.1.
(Amended by Stats. 2022, Ch. 452, Sec. 79. (SB 1498) Effective January 1, 2023.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 7 - ADMINISTRATION › Section 25605.

25605. (a) The commissioner may publish any information filed with him or obtained by him, if, in the judgment of the commissioner, such action is in the public interest. No provision of this law authorizes the commissioner or any of his assistants, clerks, or deputies to disclose any information withheld from public inspection except among themselves or when necessary or appropriate in a proceeding or investigation under this law or to other federal or state regulatory agencies. No provision of this law either creates or derogates from any privilege which exists at common law or otherwise when documentary or other evidence is sought under a subpoena directed to the commissioner or any of his assistants, clerks, or deputies.
(b) It is unlawful for the commissioner or any of his assistants, clerks, or deputies to use for personal benefit any information which is filed with or obtained by the commissioner and which is not then generally available to the public.
(Amended by Stats. 1970, Ch. 1231.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 7 - ADMINISTRATION › Section 25606.

25606. (a) The Attorney General shall render to the commissioner opinions upon all questions of law, relating to the construction or interpretation of any law under the commissioner’s jurisdiction or arising in the administration thereof, that may be submitted to the Attorney General by the commissioner, and upon the commissioner’s request shall act as the attorney for the commissioner in actions and proceedings brought by or against the commissioner under or pursuant to any provision of any law under the commissioner’s jurisdiction.
(b) Sections 11041, 11042, and 11043 of the Government Code do not apply to the Commissioner of Financial Protection and Innovation.
(Amended by Stats. 2022, Ch. 452, Sec. 80. (SB 1498) Effective January 1, 2023.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 1 - CORPORATE SECURITIES LAW OF 968 › PART 7 - ADMINISTRATION › Section 25607.

25607. (a) Neither the commissioner nor any of the commissioner’s assistants, clerks, or deputies shall be interested as a director, officer, shareholder, member (other than a member of an organization formed for religious purposes), partner, agent, or employee of any person who, during the period of the official’s or employee’s association with the Department of Financial Protection and Innovation, (1) was licensed or applied for license as a broker-dealer or investment adviser under this division, or (2) applied for or secured the qualification of the sale of securities under this division.
(b) Nothing contained in subdivision (a) shall prohibit the holding or purchasing of any securities by any assistant, clerk, or deputy in accordance with rules as the commissioner shall adopt for the purpose of protecting the public interest and avoiding conflicts of interest.
(c) Nothing contained in subdivision (a) shall prohibit the holding or purchasing of any securities by the commissioner if any of the following criteria is met:
(1) The securities held or purchased by the commissioner are exempt from the qualification requirements of Sections 25110, 25120, and 25130 by virtue of Section 25100, provided that the holding or purchasing of those securities is in accordance with rules adopted for the purpose of protecting the public interest and avoiding conflicts of interest.
(2) The securities held or purchased by the commissioner are not subject to Sections 25110, 25120, and 25130 by virtue of Section 25100.1, provided that the holding or purchasing of those securities is in accordance with rules adopted for the purpose of protecting the public interest and avoiding conflicts of interest.
(3) The holding or purchasing of any securities by the commissioner meets each of the following requirements:
(A) The securities are held or purchased through a management account or trust administered by a bank or trust company authorized to do business in this state, and the bank or trust company has sole investment discretion regarding the holding, purchase, and sale of securities.
(B) The commissioner did not, directly or indirectly, advise, counsel, command, or suggest the holding, purchase, or sale of any security or furnish any information relating to the security to the bank or trust company.
(C) The account or trust does not at any time have more than 10 percent of its total assets invested in the securities of any one issuer or hold more than 5 percent of the outstanding shares or units of any class of securities of any one issuer.
(D) The commissioner shall report to the Attorney General not less often than quarterly all holdings, purchases, and sales of securities by the commissioner as authorized in paragraph (3), which reports shall be retained by the Attorney General as public documents.
(Amended by Stats. 2022, Ch. 452, Sec. 81. (SB 1498) Effective January 1, 2023.)