2023 New York Laws › GBS - General Business › Article 23-A - Fraudulent Practices in Respect to Stocks, Bonds and Other Securities › 352-C - Prohibited Acts Constituting Misdemeanor; Felony.

§  352-c.  Prohibited  acts  constituting misdemeanor; felony. 1.   It
shall  be  illegal  and  prohibited   for   any   person,   partnership,
corporation,  company,  trust  or  association, or any agent or employee
thereof, to use or employ any of the following acts or practices:
(a) Any fraud, deception, concealment, suppression, false pretense  or
fictitious or pretended purchase or sale;
(b)  Any  promise  or  representation as to the future which is beyond
reasonable expectation or unwarranted by existing circumstances;
(c) Any representation or statement which is false, where  the  person
who  made  such representation or statement: (i) knew the truth; or (ii)
with reasonable effort could have known the  truth;  or  (iii)  made  no
reasonable effort to ascertain the truth; or (iv) did not have knowledge
concerning the representation or statement made;
where  engaged  in  to  induce  or  promote  the issuance, distribution,
exchange, sale, negotiation or purchase within or from this state of any
securities or commodities, as defined in section three hundred fifty-two
of this article, regardless of whether issuance, distribution, exchange,
sale, negotiation or purchase resulted.
2. It shall be illegal and prohibited  for  any  person,  partnership,
corporation,  company,  trust  or  association, or any agent or employee
thereof, to engage in any  artifice,  agreement,  device  or  scheme  to
obtain  money, profit or property by any of the means prohibited by this
section.
3. It shall be illegal and prohibited  for  any  person,  partnership,
corporation,  company,  trust  or  association, or any agent or employee
thereof, engaged in the  sale  of  any  securities  or  commodities,  as
defined  in  section  three hundred fifty-two of this article, within or
from the state of New York to represent that they are an  "exchange"  or
use  the  word "exchange," or any abbreviation or derivative thereof, in
its name or assumed name unless it is registered with the Securities and
Exchange Commission as  a  national  securities  exchange,  pursuant  to
section six of the Securities and Exchange Act of 1934, or unless it has
been  designated  as  a contract market by the Commodity Futures Trading
Commission, pursuant to section five of the Commodity Exchange Act.
4.  Except  as  provided  in  subdivision  five  or  six,  a   person,
partnership, corporation, company, trust or association, or any agent or
employee  thereof, using or employing any act or practice declared to be
illegal  and  prohibited  by  this  section,  shall  be  guilty   of   a
misdemeanor.
5.   Any   person,   partnership,   corporation,   company,  trust  or
association, or any agent or employee thereof who intentionally  engages
in  any  scheme constituting a systematic ongoing course of conduct with
intent to defraud ten or more persons or to obtain property from ten  or
more  persons  by  false  or  fraudulent  pretenses,  representations or
promises, and so obtains property from one or more of such persons while
engaged in inducing or promoting the issuance,  distribution,  exchange,
sale,  negotiation  or  purchase  of  any  securities or commodities, as
defined in this article, shall be guilty of a class E felony.
6.  Any  person,   partnership,   corporation,   company,   trust   or
association,  or any agent or employee thereof who intentionally engages
in  fraud,  deception,  concealment,  suppression,  false  pretense   or
fictitious  or  pretended  purchase  or  sale, or who makes any material
false representation or statement with intent  to  deceive  or  defraud,
while  engaged  in  inducing  or  promoting  the issuance, distribution,
exchange, sale, negotiation or purchase within or from this state of any
securities or commodities, as  defined  in  this  article,  and  thereby
wrongfully  obtains  property  of a value in excess of two hundred fifty
dollars, shall be guilty of a class E felony.