Iowa Administrative Code › Agency 191 - Insurance Division › Securities › Chapter 50 - Regulation of Securities Offerings and Those Who Engage in the Securities Business › Rule 191-50.1 - Definitions

Current through Register Vol. 47, No. 3, July 24, 2024
For the purposes of this chapter, the definitions in Iowa
				  Code chapter 502 and the following definitions shall apply unless the context
				  otherwise requires:
"Act"
means Iowa Code chapter 502, the Iowa
				  Uniform Securities Act (Blue Sky Law).
"Administrator"
means the commissioner of
				  insurance or the deputy administrator appointed under Iowa Code section
				  502601..
"CCH NASAA Reports"
means the official
				  statements of policy of the North American Securities Administrators
				  Association, Inc., printed by Commerce Clearing House, the official reporter
				  for NASAA.
"CRD "
means the Central Registration
				  Depository.
"CSRU"
means the Iowa child support
				  recovery unit.
"FDIC"
means the Federal Deposit Insurance
				  Corporation.
"FINRA "
means the Financial Industry
				  Regulatory Authority.
"Form ADV"
means Uniform Application for
				  Investment Adviser Registration.
"FormADV-E"
means the Certificate of
				  Accounting of Client Securities and Funds in the Possession or Custody of an
				  Investment Adviser.
"Form ADV-H"
means Notice of Hardship
				  Application for Investment Adviser Registration.
"Form ADV-W"
means Notice of Withdrawal
				  from Registration as Investment Adviser.
"Form BD "
means Uniform Application for
				  Broker-Dealer Registration.
"Form BDW"
means Uniform Request for
				  Broker-Dealer Withdrawal.
"Form 1CP"
means Agricultural Cooperative
				  Notice of Sales of Notes or Evidences of Indebtedness.
"Form F-7"
means Registration Statement
				  Under the Securities Act of 1933, for registration of securities of certain
				  Canadian issuers offered for cash upon the exercise of rights granted to
				  existing security holders.
"Form F-8"
means Registration Statement
				  Under the Securities Act of 1933, for registration of securities of certain
				  Canadian issuers to be issued in exchange offers or a business
				  combination.
"Form F-9"
means Registration Statement
				  Under the Securities Act of 1933, for registration of certain investment grade
				  debt or investment grade preferred securities of certain Canadian
				  issuers.
"Form F-10"
means Registration Statement
				  Under the Securities Act of 1933, for registration of securities of certain
				  Canadian issuers.
"Form NF"
means Uniform Investment Company
				  Notice Filing.
"Form S-1"
means Registration Statement
				  Under the Securities Act of 1933, for registration of securities for which no
				  other form is authorized or prescribed.
"Form SB-2"
means Registration Statement
				  Under the Securities Act of 1933, for registration of securities to be sold to
				  the public by small business issuers.
"Form U-1"
means Uniform Application to
				  Register Securities.
"Form U-2"
means Uniform Consent to Service
				  of Process.
"Form U-2A "
means Uniform Corporate
				  Resolution.
"Form U-4 "
means Uniform Application for
				  Securities Industry Registration or Transfer.
"Form U-5 "
means Uniform Termination
				  Notice for Securities Industry Registration.
"Form U-6"
means Uniform Disciplinary
				  Action Reporting Form.
"Form U-7"
means Small Corporate Offering
				  Registration Form.
"Form USR-1"
means Investment Company
				  Report of Sales.
"Gift"
means a rendering of anything of
				  value in return for which legal consideration of equal or greater value is not
				  given and received.
"IARD "
means the Investment Advisory
				  Registration Depository.
"Immediate family"
includes parent,
				  mother-in-law, father-in-law, spouse, former spouse, brother, sister,
				  brother-in-law, sister-in-law, son-in-law, daughter-in-law, child and
				  stepchild. In addition, "immediate family" includes any other person who is
				  supported, directly or indirectly, to a material extent by an agent.
"Investment contract"
as used in Iowa Code
				  section
				  502102(28). includes:
1. Any investment in a common enterprise with the expectation
				  of profit to be derived through the essential managerial efforts of someone
				  other than the investor.
(1) "Common enterprise" in this definition means an
				  enterprise in which the fortunes of the investor are tied to the efficacy of
				  the efforts and successes of those seeking the investment or of a third
				  party.
(2) "Profit" in this definition includes income or a return
				  on the investment, including a fixed rate of return, dividends, other periodic
				  payments, or the increased value of the investment; or
2. Any investment by which an offeree furnishes initial value
				  to an offerer, and a portion of this initial value is subjected to the risks of
				  the enterprise, and the furnishing of the initial value is induced by the
				  offerer's promises or representations which give rise to a reasonable
				  understanding that a valuable benefit of some kind over and above the initial
				  value will accrue to the offeree as a result of the operation of the
				  enterprise, and the offeree does not exercise practical and actual control over
				  the managerial decisions of the enterprise.
"loan "
means an agreement to advance
				  property, including but not limited to money, in return for the promise that
				  payment will be made for use of the property.
"NASAA "
means the North American
				  Securities Administrators Association, Inc.
"NASDAQ"
means the NASDAQ Stock
				  Market.
"NCUA "
means the National Credit Union
				  Association.
"NSMIA "
means the National Securities
				  Markets Improvement Act of 1996, Public Law 104-290.
"NYSE"
means the New York Stock
				  Exchange.
"OTC"
means over the counter.
"PCAOB"
means the Public Company Accounting
				  Oversight Board.
"SAI"
means Statement of Additional
				  Information.
"SEC"
means the United States Securities
				  and Exchange Commission as established pursuant to 15 U.S.C. Section
				  78(d).
"SOIF"
means Solicitation of Interest
				  Form.
This rule is intended to implement Iowa Code section
				  502605(1)..