reglab/statecodes huggingface dataset:
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 4 - EXAMINATIONS › Section 13:47A-4.4 - Requests for waiver of agent or investment adviser representative examinations

Current through Register Vol. 56, No. 14, July 15, 2024
(a) Except for requests made pursuant to (b) below, requests for waiver of agent examination requirements will be granted only on the basis of knowledge, training, and experience in the securities field. Any person, other than the agent of an issuer registered pursuant to 13:47A-3.3, requesting a waiver must have been continuously and lawfully active in the securities field for a period of at least two full years prior to filing the request and have such knowledge, training, and experience as the Bureau Chief deems appropriate for the individual seeking the waiver.
(b) Requests for waiver of the agent examination must be submitted in writing directly to the Bureau Chief and requested no later than the filing of an application for registration with the CRD or the Bureau, as appropriate.
(c) Requests for waiver of investment adviser representative examination requirements will be granted only on the basis of knowledge, training, and experience related to investment advisory work. Any investment adviser representative requesting a waiver must have been continuously and lawfully active in the investment advisory field for a period of at least two full years prior to filing the request and have such knowledge, training, and experience as the Bureau Chief deems appropriate for the individual seeking the waiver.
1. An applicant who is an agent for a broker-dealer and provides advisory services, but is not required by the agent's home jurisdiction to make a separate filing on CRD as an investment adviser representative, but who has previously met the examination requirement in 13:47A-4.3(a), which expired after two years of non-affiliation in a registered capacity, may request in accordance with (c) above, a waiver of retaking the Uniform Investment Adviser State Law Examination (Series 65). Based upon a review of the registration application and waiver request, the Bureau may request a certification by the applicant and/or his or her employer(s) that the applicant has provided investment advisory services for the previous two years.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 5 - RENEWAL › Section 13:47A-5.1 - Expiration date

Current through Register Vol. 56, No. 14, July 15, 2024
Registration of a broker-dealer, investment adviser, investment adviser representative or agent shall expire on December 31 of each calendar year, unless revoked or renewed.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 5 - RENEWAL › Section 13:47A-5.3 - Filing for renewal

Current through Register Vol. 56, No. 14, July 15, 2024
(a) Applications for renewal will be issued by the Bureau for direct filing investment advisers, investment adviser representatives, issuer-agents, and for non-FINRA member broker-dealers and their agents registered directly with the Bureau and shall be filed with the Bureau by the last business day of the current year.
(b) Failure to pay any of the fees required in 13:47A-5.2 by December 31 of each year for direct filing investment advisers, investment adviser representative, issuer-agents, and for non-FINRA member broker-dealers and their agents registered directly with the Bureau or within the billing time limits established by FINRA for those filing in New Jersey via the CRD/IARD shall result in the registration of the broker-dealer, investment adviser, agent, issuer-agent, and/or investment adviser representative being terminated as of its date of expiration.
(c) The registration of any person who fails to apply in a timely manner for the renewal of its registration shall be terminated by the Bureau effective December 31. Thereafter, to act in any capacity under the Act that requires registration, such person must make, file and have approved an initial application for registration as set forth in these rules.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 6 - DISHONEST OR UNETHICAL BUSINESS PRACTICES › Section 13:47A-6.1 - Authority, purpose and scope

Current through Register Vol. 56, No. 14, July 15, 2024
(a) The rules in this subchapter are being adopted pursuant to the authority granted by 49:3-47 et seq. and specifically 49:3-53(a)(3)  and 49:3-58(a)(2)(vii).
(b) Nothing in this subchapter shall be construed to define any fraudulent activity as a dishonest and unethical practice to the exclusion of fraud. Specific fraudulent activity may still be charged as fraud under 49:3-52, 49:3-52.1 or 49:3-53.
(c) The rules in this subchapter identify certain acts and practices that the Bureau deems dishonest or unethical conduct under 49:3-47 et seq., specifically under 49:3-53(a)(3)  and 49:3-58(a)(2)(vii). The list contained in this subchapter shall not be considered to include all acts and practices that are dishonest and unethical conduct, but rather is intended to act as a guide as to the types of conduct that may form a basis for the initiation of administrative proceedings by the Bureau.
(d) The rules in this subchapter are patterned after well-established standards in the industry which have been adopted by the SEC, FINRA, NASAA, the national securities exchanges and various courts, and represent one of the purposes of the securities laws: to create viable securities markets in which those persons involved are held to a high standard of fairness with respect to their dealings with the public.
(e) The rules in this subchapter apply to Federal covered advisers to the extent that the conduct alleged is fraudulent or deceptive, or to the extent permitted by the National Securities Markets Improvement Act of 1996 ( Pub. L. No. 104-290 ).
(f) The Federal statutory and regulatory provisions referenced in 13:47A-6.3(a)  shall apply to investment advisers and Federal covered advisers, regardless of whether the Federal provision limits its application to advisers subject to Federal registration.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 6 - DISHONEST OR UNETHICAL BUSINESS PRACTICES › Section 13:47A-6.2 - Definitions

Current through Register Vol. 56, No. 14, July 15, 2024
(a) For purposes of this subchapter, the following words and terms shall have the following meanings, unless the context clearly indicates otherwise:
"Adviser" includes investment adviser as defined in 49:3-49(g)  and investment adviser representative as defined in 49:3-49(s).
"Market maker" means a broker-dealer who, with respect to a particular security:
1. Regularly publishes bona fide, competitive bid and ask quotations in a recognized inter-dealer quotation system; or regularly furnishes bona fide competitive bid and offer quotations to other broker-dealers upon request; and
2. Is ready, willing and able to effect transactions in reasonable quantities at his quoted price with other broker-dealers on a regular basis.
"NASAA" means the North American Securities Administrators Association, Inc.
"NASDAQ" means the National Association of Securities Dealers Automated Quotation System.
"OTC" means over-the-counter.
"Person" means person as defined in 49:3-49(i).
"SEC" means the United States Securities and Exchange Commission.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.1 - Consent to service of process

Current through Register Vol. 56, No. 14, July 15, 2024
(a) The irrevocable consent appointing the Bureau Chief or his or her successor in office as attorney to receive service of any lawful process in any noncriminal suit, action, or proceeding against him or her shall be filed concurrently with the application directly with the Bureau Chief, except as provided below:
1. For agent applications for registration in New Jersey, a fully executed Form U2 Uniform Consent to Service of Process or a fully executed Individual/Applicant's Acknowledgement and Consent section of Form U4, Uniform Application for Securities Industry Registration or Transfer, for direct registration or via the CRD;
2. For broker-dealer applications for registration in New Jersey filed directly with the Bureau or via the CRD a fully executed Execution Page of the Form BD, Uniform Application for Broker-Dealer Applications, or a successor form as prescribed by the CRD may be filed with the CRD to fulfill the requirement of (a) above for the broker-dealer;
3. For investment adviser applications for registration in New Jersey, a fully executed Domestic Investment Adviser Execution Page of the Form ADV, Uniform Application for Investment Adviser Registration, or a successor form as prescribed by the Bureau may be filed with the Bureau to fulfill the requirement of (a) above for the investment adviser;
4. For investment adviser representatives, a fully executed Individual/Applicant's Acknowledgement and Consent section of Form U4, Uniform Application for Securities Industry Registration or Transfer, for direct registration or via the CRD;
5. For mutual funds and unit investment trusts, see N.J.A.C. 13:47A-7.9;
6. For private placements, see N.J.A.C. 13:47A-7.10;
7. For an issuer offering a security pursuant to N.J.S.A. 49:3-50(b)(14), the New Jersey Intrastate Offering (Crowdfunding) Exemption Form; and
8. For an Internet site operator, the Internet Site Operator Registration Form.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.2 - Custody of clients' funds or securities

Current through Register Vol. 56, No. 14, July 15, 2024
(a) The term "custody of clients' funds or securities" as used in 49:3-57(e)  shall mean holding directly or indirectly, client funds or securities, or having any authority to obtain possession of them or having the ability to appropriate them except as an incident to transactions with or for customers that are promptly consummated by payment or delivery.
(b) Custody of client's funds or securities shall include:
1. Possession of client funds or securities, (but not of checks drawn by clients and made payable to third parties), unless received inadvertently and returned to the sender within three business days of receipt;
2. Any arrangement (including a general power of attorney and direct fee deduction arrangements) authorizing or permitting the withdrawal of client funds or securities maintained with a custodian upon the investment adviser's instruction to the custodian; and
3. Any capacity (such as general partner of a limited partnership, managing member of a limited liability company or a comparable position for another type of pooled investment vehicle, or trustee of a trust) that gives a supervised person legal ownership of or access to client funds or securities.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.3 - Broker-dealer

Current through Register Vol. 56, No. 14, July 15, 2024
The term "broker-dealer" as used in the Uniform Securities Law (1997) shall include underwriters, wholesalers or distributors whether acting for their own account or the account of others.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.4 - Prospectus defined

Current through Register Vol. 56, No. 14, July 15, 2024
(a) The term "prospectus" as used in the administration of the Uniform Securities Law (1997) shall mean a selling circular distributed to prospective investors which in general shall contain:
1. A description of the issuer's property and business;
2. A description of the significant provisions of the security to be offered and its relationship to the issuer's other capital securities;
3. Information concerning the management of the issuer; and
4. Certified financial statements.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.5 - Effective date of applications

Current through Register Vol. 56, No. 14, July 15, 2024
(a) Pursuant to 49:3-57(a), complete applications become effective on noon on the 30th day after filing with the Bureau.
(b) Complete applications filed with the CRD to effectuate registration in New Jersey will become effective on noon on the 30th day after notice to the Bureau by the CRD that the application has been filed with the CRD. An application is deemed complete when all requested information is received by the Bureau.
(c) An agent or investment advisor representative application shall be deemed to be incomplete by the Bureau, unless and until the applicant has received an approved status from the jurisdiction in which his or her office of employment is located when such registration is required.
(d) Any applicant desiring an earlier effective date must submit a written request to expedite to the Bureau Chief, such request to be made a part of the application and the applicant's permanent file. Acceleration is not automatic, and in no case shall an accelerated application become effective in less than five full business days after having been filed with the Bureau.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.6 - Effectiveness of registrations filed with the CRD or IARD

Current through Register Vol. 56, No. 14, July 15, 2024
Filing an application for registration with the CRD or IARD does not in any way impair the authority of the Bureau to require that additional information be filed with the Bureau or the CRD or IARD, nor does it in any way impair the Bureau's authority to deny, suspend, postpone or revoke any registration in accordance with the provisions of the Uniform Securities Law (1997) and the regulations promulgated under that Law. Allowing registrants to file their applications with the CRD or IARD, if they are eligible to do so, is for the convenience of the registrant and the Bureau, but is not intended to impair or substitute any other person's discretion or decision making authority for that of the Bureau in reviewing and acting upon applications.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.7 - New registrations

Current through Register Vol. 56, No. 14, July 15, 2024
(a) Broker-dealer registrants registered with the CRD in other states who wish to include a registration in New Jersey may do so by filing an amendment with the CRD to the Form BD, Uniform Application for Broker-Dealer Registration, to include New Jersey as one of the states in which it is registered. These registrants must also include in the amendment filing any other information required by 13:47A-1.1 or 1.9. The information required by 13:47A-1.1 and 1.9 may be filed as a supplement to the amendment filed with the CRD or by a separate supplemental filing made directly to the Bureau at the same time the amendment is filed with the CRD.
(b) Investment adviser registrants registered with the IARD in other states who wish to include a registration in New Jersey may do so by filing an amendment with the IARD to the Form ADV, Uniform Application for Investment Adviser Registration, to include New Jersey as one of the states in which it is registered. These registrants must also include in the amendment filing any other information required by 13:47A-2.1 or 2.5. The information required by 13:47A-2.1 and 2.5 may be filed as a supplement to the amendment filed with the IARD or by a separate supplemental filing made directly to the Bureau at the same time the amendment is filed with the IARD.
(c) New applicants who are not registered either directly with the Bureau or via the CRD or IARD must file their application for registration with the CRD or IARD in accordance with 13:47A-1.1 or 2.1, if they are eligible to do so. Only those new applicants who are not eligible for filing with the CRD or IARD may file their applications directly with the Bureau in accordance with 13:47A-1.2 or 2.1.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.8 - Filing of information with the CRD or IARD

Current through Register Vol. 56, No. 14, July 15, 2024
Any information filed by an applicant as part of a registration application that is filed with the CRD or IARD shall be considered to have been filed with the Bureau in accordance with 13:47A-7.6, unless the information is required by these rules to be filed directly with the Bureau at its current office address. If the information is required to be filed directly with the Bureau, then filing the information with the CRD or IARD will have no effect and the information will be considered as "not filed."
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.9 - Notice filings for securities issued or offered by Federally registered investment companies and unit investment trusts

Current through Register Vol. 56, No. 14, July 15, 2024
(a) Pursuant to the authority of the Bureau Chief provided by 49:3-67(a)  and 49:3-60.1, issuers of Federal covered securities under paragraph (2) of subsection (b) of Section 18 of the Securities Act of 1933 ( 15 U.S.C. §
										77r(b)(2) ) selling securities in or from the State that are not otherwise exempt from registration under the Uniform Securities Law (1997) shall annually file with the Bureau:
1. A copy of the most recent registration statement and all pre-effective amendments thereof and exhibits thereto filed with the U.S. Securities and Exchange Commission; or
2. Annually a copy of the Form NF for investment companies, and initially (and effective for 18 months from the date of receipt at the Bureau) a copy of the Form NF for unit investment trusts.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 7 - MISCELLANEOUS › Section 13:47A-7.10 - Private placement filings

Current through Register Vol. 56, No. 14, July 15, 2024
(a) An issuer offering a security pursuant to N.J.S.A. 49:3-50(b)(12) must file with the Bureau, no later than 15 days after the first sale of such security in this State, the following:
1. A completed Form D, if applicable, as filed with the Securities and Exchange Commission;
2. A manually signed and notarized Consent to Service of Process (Form U2 and U2A) naming the Bureau Chief as the designated officer;
3. A statement disclosing the first date of sale in this State;
4. A completed Private Placement Report Form or successor form.
i. The issuer shall file with the Bureau an amendment within 30 days, whenever there is any change to the information previously reported on the New Jersey Private Placement Report Form;
5. A final report shall be filed at the closing of the offering if the information in the final report would be materially different from the last prior filing; and
6. A check made payable to the State of New Jersey, Bureau of Securities in the amount of $ 500.00.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 8 - PENALTY › Section 13:47A-8.1 - Assessment

Current through Register Vol. 56, No. 14, July 15, 2024
A registrant who fails to file with the Bureau or the CRD or IARD (as limited by 13:47A-7.8 ) any information required by 13:47A-1.9 (change of status), or any fee, annual report, financial report or statement as required by the Uniform Securities Law (1997) or the rules promulgated thereunder, within the time prescribed by the Law and the rules, may be subject to civil or administrative action, including monetary penalties or other available remedies at law.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 10 - REGISTRATION OF SECURITIES › Appendix A

Current through Register Vol. 56, No. 14, July 15, 2024
NEW JERSEY ADDENDUM TO REGISTRATION STATEMENT
1. Has the issuer, any partner, officer or director of the issuer, any person (as that term is defined in 49:3-49(i)  ) occupying a similar status or performing similar functions, or any person directly or indirectly controlling or controlled by the issuer, or any broker-dealer or other person involved directly or indirectly in the offering:
(a) Been convicted of:
i. Any crime of embezzlement under state, federal or foreign law?
Yes ... No ...
ii. Any crime involving any theft, forgery or fraudulent practices in regard to any state, federal or foreign securities law, banking law, insurance law, commodities trading law or any antifraud law?
Yes ... No ...
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 10 - REGISTRATION OF SECURITIES › Appendix B

Current through Register Vol. 56, No. 14, July 15, 2024
NEW JERSEY REGISTRATION STATEMENT FOR REGISTRATION BY NOTIFICATION
All items must be answered. Attach riders where necessary.
I. DESCRIPTION OF ISSUER
A. Name:
.....................................................................
B. Address:
.....................................................................
.....................................................................
C. Form of organization:
.....................................................................
State:
.....................................................................
Date organized:
.....................................................................
D. General character of business:
.....................................................................
.....................................................................
E. Principal place of business:
.....................................................................
.....................................................................
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 10 - REGISTRATION OF SECURITIES › Appendix C

Current through Register Vol. 56, No. 14, July 15, 2024
STATEMENT OF
ELIGIBILITY FOR REGISTRATION
BY NOTIFICATION
(Pursuant to 49:3-61.2 )
1. Name of issuer
.....................................................................
2. Original date of organization of the issuer .......... Number of years issuer has been in continuous operation .......... If issuer has been in continuous operation less than 5 years, give names of predecessors & state length of time each has been in operation:
.....................................................................
.....................................................................
.....................................................................
3. Has there been any default during the current fiscal year or within the 3 preceding fiscal years in the payment of principal, interest, or dividends on any security (of the issuer or any predecessor) with a fixed maturity or a fixed interest or dividend provision?
.....................................................................
.....................................................................
4. State the net earnings of the issuer and any predecessors during the past 3 full fiscal years, determined in accordance with generally accepted accounting practices, which are applicable to all securities without a fixed maturity or a fixed interest or dividend provision, which securities are outstanding at the date the registration statement is filed.
Fiscal year ended
Net earnings
1. .............................
.............................
2. .............................
.............................
3. .............................
.............................
Total
.............................
Average net earnings (divide total
.........................................
by 3)
5. If the securities of the issuer or any of its predecessors (which do not have a fixed maturity or a fixed interest or dividend provision) have been outstanding for 3 full fiscal years, complete the chart below.
Market price
Book value
No. of
Maximum
per units as
per unit as
Total
Description
units now
offering price
of.........
of........
value
of Securities
outstanding
per unit (1)
date(1)
date (2)
(3)
$
$
$
$
A.
Total value
$ .......
B.
5% of total value
$ .......
C.
Average net
$ .......
earnings
(restate from
Item 4)
In order to qualify for Registration by Notification, "C" must be greater than or equal to "B".
(1) The maximum offering price or the market price on a day selected by the applicant, but must be within 30 days before the date of filing this registration statement.
(2) Book value must be of a day, selected by the applicant, within 90 days of filing this registration statement. Book value may be used only if there
is neither a readily determinable market price nor a cash offering price.
(3) The total value is the product of either (1) the number of units multiplied by the higher of the maximum offering price or the market price, or (2) the number of units multiplied by the book value.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.1 - Uniform Application for Broker-Dealer Registration (Form BD)

Current through Register Vol. 56, No. 14, July 15, 2024
The Uniform Application for Broker-Dealer Registration (Form BD) is promulgated by the U.S. Securities and Exchange Commission (SEC) and is available on-line at
http://www.sec.gov/about/forms/formbd.pdf
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.2 - Uniform Application for Investment Adviser Registration (Form ADV)

Current through Register Vol. 56, No. 14, July 15, 2024
The Uniform Application for Investment Adviser Registration (Form ADV) is promulgated by the SEC and is available on-line at
http://www.sec.gov/about/forms/formadv.pdf
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.3 - Uniform Application for Securities Industry Registration or Transfer (Form U4)

Current through Register Vol. 56, No. 14, July 15, 2024
The Uniform Application for Securities Industry Registration or Transfer (Form U4) is promulgated by the SEC and is available on-line at
http://www.finra.org
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.4 - Uniform Consent to Service of Process (Form U2)

Current through Register Vol. 56, No. 14, July 15, 2024
The Uniform Consent to Service of Process which is to be used to designate the Chief of the Bureau of Securities as agent for service of process is authored by the North American Securities Administrators Association (NASAA) and is available on-line at
http://www.nasaa.org/industry-resources/uniform-forms/
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.5 - Uniform Surety Bond Form (Form U-SB)

Current through Register Vol. 56, No. 14, July 15, 2024
The Uniform Surety Bond Form (Form U-SB) is authored by the NASAA and is available on-line at
www.nasaa.org/industry-resources.uniform-forms/
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.6 - Uniform Request for Broker-Dealer Withdrawal (Form BDW)

Current through Register Vol. 56, No. 14, July 15, 2024
The Uniform Request for Broker-Dealer Withdrawal is promulgated by the SEC and is available on-line at
www.sec.gov/about/forms/formbdw.pdf
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.7 - Non-FINRA Broker-Dealer Renewal Application (Form BDR)

Current through Register Vol. 56, No. 14, July 15, 2024
The Non-FINRA Broker-Dealer Renewal Application (Form BDR) is authored by the Bureau and is available on-line at
http://www.njconsumeraffairs.gov/bos/njbos-21.pdf
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.9 - Notice of Withdrawal from Registration as Investment Adviser (Form ADV-W)

Current through Register Vol. 56, No. 14, July 15, 2024
The Notice of Withdrawal from Registration as Investment Adviser (Form ADV-W) is promulgated by the SEC and is available on-line at
www.sec.gov/pdf/fadvwo.pdf
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.10 - Broker-Dealer Supplement form

Current through Register Vol. 56, No. 14, July 15, 2024
The Broker-Dealer Supplement form is authored by the Bureau and is available on-line as NJBOS - 18 at
http://www.njsecurities.gov/bosform.htm
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 11 - FORMS › Section 13:47A-11.11 - Availability of other forms

Current through Register Vol. 56, No. 14, July 15, 2024
Other forms required for application and filing with the Bureau may be found on the Bureau's website at
http://www.njsecurities.gov/bosform.htm
.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12 - EXEMPTIONS FOR SECURITIES TRANSACTIONS AND SECURITIES OFFERINGS; EMPLOYEE BENEFIT PLANS; ACCREDITED INVESTORS › Section 13:47A-12.1 - Exemptions for securities transactions and securities offerings

Current through Register Vol. 56, No. 14, July 15, 2024
(a) For purposes of the Report Form required to be filed with the Bureau under 49:3-50(b)(12)  or 49:3-60(f), the issuer shall include only the names and addresses of New Jersey resident purchasers of the offering, along with the number and amount of the securities each purchased.
(b) Non-New Jersey resident purchasers will not be counted when determining whether there are 35 non-accredited purchasers of the offering for the 49:3-50(b)(12)  or 49:3-60(f)  exemption.
(c) Non-New Jersey resident purchasers will not be counted when determining whether there are 10 purchasers in an exempt offering under 49:3-50(b)(9).
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12 - EXEMPTIONS FOR SECURITIES TRANSACTIONS AND SECURITIES OFFERINGS; EMPLOYEE BENEFIT PLANS; ACCREDITED INVESTORS › Section 13:47A-12.2 - Employee benefit plans

Current through Register Vol. 56, No. 14, July 15, 2024
(a)
									49:3-50(a)(11)  provides an exemption from registration for "any investment contract issued in connection with an employees' or professional stock purchase, savings, pension, profit-sharing, retirement or similar benefit plan and securities issued pursuant to an employee benefit plan." 49:3-50(a)(11)  exempts the agreement between the employer and employee insofar as it may be deemed to be an investment contract. With respect to employee benefit plans which are qualified under Section 401 of the Internal Revenue Code ( 26 U.S.C. §
										401 ), subject to the provisions of Part 4 of Subtitle B of Title I of ERISA ( 29 U.S.C. §§
										1001 et seq.), or administered by a national or state bank acting in a fiduciary capacity, 49:3-50(a)(11)  shall be construed to provide a transactional exemption for all securities underlying the investment contract.
(b) Interests in the plan or securities underlying the investment contract in employee benefit plans which are exempt from Federal securities registration pursuant to SEC Rule 701, promulgated under the Securities Act of 1933 ( 17 CFR 230.701 ), shall also be exempt from registration in New Jersey if offered or sold pursuant to 49:3-50(a)(11).
(c) If a plan otherwise exempt under this section contemplates distribution in kind of restricted stock to plan members upon withdrawal of the members from the plan, resale of the underlying securities by the members may require registration of the securities under Federal law. If Federal law requires registration of the securities being resold, State registration may be required, unless the security or transaction is otherwise exempt from State registration.
(d) The definition of "agent" in 49:3-49(b)  specifically excludes an individual who represents an issuer in effecting transactions in a security exempted by 49:3-50(a)(11); therefore, no agent registration is required for such an individual to effect transactions with respect to the employee benefit plans or the securities underlying the employee benefit plans described in (a) and (b) above.
(e) The employee benefit plan exemption includes employees, directors, and consultants who provide services to the issuer, so long as the plan qualifies under Rule 701 of the Securities Act of 1933 or is otherwise in compliance with 49:3-50(a)(11)  and this section.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12 - EXEMPTIONS FOR SECURITIES TRANSACTIONS AND SECURITIES OFFERINGS; EMPLOYEE BENEFIT PLANS; ACCREDITED INVESTORS › Section 13:47A-12.3 - Accredited investors

Current through Register Vol. 56, No. 14, July 15, 2024
Pursuant to the last paragraph of 49:3-49(p), in addition to the persons described in 49:3-49(p)(1) through (7), any person who is an "accredited investor" within the meaning of Securities Act of 1933, section 2(15) and SEC Rules 215 and 501, thereunder ( 15 U.S.C. §
										77b(15) and 17 CFR 230.215 and 230.501 ), promulgated by the Securities and Exchange Commission, or as thereafter amended or superseded, shall be deemed an "accredited investor" within the meaning of 49:3-49(p).
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12 - EXEMPTIONS FOR SECURITIES TRANSACTIONS AND SECURITIES OFFERINGS; EMPLOYEE BENEFIT PLANS; ACCREDITED INVESTORS › Section 13:47A-12.4 - Manual exemptions

Current through Register Vol. 56, No. 14, July 15, 2024
The manuals issued by Mergent's and by Standard and Poor's are recognized for the "manual" exemption under 49:3-50(b)(2)(i)(B). This exemption encompasses both the printed manuals and the electronic data services of Mergent's and Standard and Poor's.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.1 - Authority

Current through Register Vol. 56, No. 14, July 15, 2024
(a) The rules in this subchapter are adopted pursuant to the authority granted by N.J.S.A. 49:3-47 et seq., and specifically N.J.S.A. 49:3-83.
(b) Nothing in this subchapter shall be construed to eliminate the applicability of the antifraud provisions of N.J.S.A. 49:3-47 et seq. Fraudulent activity may still be charged as fraud under N.J.S.A. 49:3-52, 49:3-52.1, or 49:3-53.
(c) Nothing in this subchapter shall be construed to eliminate the applicability of the Federal securities laws.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.2 - Offering conditions to qualify for intrastate offering (crowdfunding) exemption; disqualifying criteria

Current through Register Vol. 56, No. 14, July 15, 2024
(a) For an offering to qualify for the transaction exemption set forth in N.J.S.A. 49:3-50(b)(14), the following conditions shall be met:
1. The issuer is a business entity organized under the laws of this State and authorized to do business in this State;
2. The transaction meets the requirements for the Federal exemption for intrastate offerings in section 3(a)(11) of the Federal Securities Act of 1933 ( 15 U.S.C. §
											77c(a)(11) ), and Rule 147 adopted under the Securities Act of 1933 ( 17 CFR 230.147 );
3. The sum of all cash and other consideration to be received for all sales of the security in reliance on the exemption under N.J.S.A. 49:3-50(b)(14), excluding sales to any accredited investor or institutional investor, does not exceed $ 1,000,000;
i. An offer or sale to an officer, director, partner, trustee, or individual occupying similar status or performing similar functions with the issuer or to a person owning 10 percent or more of the outstanding securities of the issuer shall not be counted toward the aggregate monetary limitation of shares to be issued as established in this paragraph;
4. The offering is not a blind pool;
5. The offering by the issuer is made exclusively through a single Internet site operator that meets the requirements of N.J.A.C. 13:47A-12A.4;
6. The issuer does not accept an investment of more than $ 5,000 from any single investor, unless the investor is an accredited investor or institutional buyer;
7. The investor in the security is a resident of this State;
i. The Bureau shall deem as sufficient evidence that a prospective investor is a New Jersey resident an affirmative representation made by the prospective investor that the prospective investor is a New Jersey resident; and
(1) For an individual, one of the following:
(A) A property tax bill, deed, lease, and other evidence of current property ownership, tenancy, or residency;
(B) A valid New Jersey driver license or official non-driver personal identification card issued by the State of New Jersey; or
(C) A current utility bill;
(2) For an entity, documentation evidencing that the entity's principle place of business is in New Jersey.
8. The issuer has never previously sold securities pursuant to N.J.S.A. 49:3-50(b)(14); and
9. The issuer shall comply with the exemption filing requirements set forth in N.J.A.C. 13:47A-12A.3.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.3 - Intrastate offering (crowdfunding) exemption filing

Current through Register Vol. 56, No. 14, July 15, 2024
(a) An issuer offering a security pursuant to N.J.S.A. 49:3-50(b)(14)  shall file with the Bureau, no less than 10 days prior to the commencement of an offering of the security, the following:
1. The New Jersey Intrastate Offering (Crowdfunding) Exemption Form, which includes information required under this subchapter or material to the offering and a consent to service of process provision;
2. The information required to be disclosed pursuant to N.J.A.C. 13:47A-12A.5(a); and
3. A check made payable to the State of New Jersey, Bureau of Securities in the amount of $ 250.00.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.4 - Internet site operator registration; disqualifying criteria

Current through Register Vol. 56, No. 14, July 15, 2024
(a) An Internet site operator shall file the following with the Bureau:
1. An Internet Site Operator Registration Form, which includes a consent to service of process provision; and
2. A check made payable to the State of New Jersey, Bureau of Securities in the amount of $ 1,000.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.6 - Records and inspection

Current through Register Vol. 56, No. 14, July 15, 2024
(a) An issuer and Internet site operator shall maintain for a period of five years from either the date of the document or communication, or the date of the closing or termination of the securities offering, whichever is later, records of all offers and sales of securities effected through the Internet site and shall provide ready access to the records to the Bureau, upon request.
(b) An issuer and Internet site operator shall accurately create the required records and maintain them in a manner that secures them from unauthorized alteration or use, protects them from untimely destruction, and safeguards the privacy protection of issuer and investor records and information.
(c) The Bureau may access, inspect, and review an Internet site operator registered under this subchapter, as well as its records.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.7 - Escrow account

Current through Register Vol. 56, No. 14, July 15, 2024
(a) An issuer shall execute an escrow agreement with a bank, savings bank, savings and loan association, or credit union, which institution has a place of business in New Jersey, which provides that:
1. Investor funds obtained pursuant to N.J.S.A. 49:3-50(b)(14)  will be deposited in that institution;
2. All offering proceeds will be released to the issuer only when the aggregate capital raised from all investors pursuant to N.J.S.A. 49:3-50(b)(14)  is equal to or greater than the minimum offering amount specified in the issuer's business plan as necessary to implement the business plan; and
3. All investor funds will be returned within 60 days to investors if that minimum offering amount is not raised by the time stated in the disclosures required in N.J.A.C. 13:47A-12A.5(a)8.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.8 - Renewal

Current through Register Vol. 56, No. 14, July 15, 2024
An Internet site operator shall renew its registration with the Bureau by filing the Internet Site Operator Renewal Form by December 31 of each year, accompanied by a check or money order for $ 1,000 made payable to the State of New Jersey, Bureau of Securities.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.9 - Advertising

Current through Register Vol. 56, No. 14, July 15, 2024
(a) An issuer and persons acting on behalf of the issuer may not advertise the terms of an offering made pursuant to N.J.S.A. 49:3-50(b)(14), except exclusively on the internet site of the Internet site operator.
(b) Notwithstanding (a) above, a notice may advertise an issuer's offering made pursuant to N.J.S.A. 49:3-50(b)(14), if it directs investors to the Internet site operator's internet site and includes only the following information:
1. A statement that the issuer is conducting an offering pursuant to N.J.S.A. 49:3-50(b)(14), the name of the Internet site operator through which the offering is being conducted, and a link directing the potential investor to the Internet site operator's internet site; and
2. Factual information about the legal identity and business location of the issuer, limited to the name of the issuer of the security, the address, website of the issuer, and a brief description of the business of the issuer.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 12A - INTRASTATE OFFERING (CROWDFUNDING) EXEMPTION › Section 13:47A-12A.10 - Measures to reduce risk of fraud

Current through Register Vol. 56, No. 14, July 15, 2024
(a) An Internet site operator in a transaction involving the offer or sale of securities pursuant to N.J.S.A. 49:3-50(b)(14)  shall have a reasonable basis for believing that:
1. An issuer seeking to offer and sell securities pursuant to N.J.S.A. 49:3-50(b)(14)  through the Internet site operator's internet site complies with the requirements of this subchapter. In satisfying this requirement, an Internet site operator may rely on the representations of the issuer concerning compliance with these requirements unless the Internet site operator has reason to question the reliability of those representations; and
2. An issuer seeking to offer and sell securities pursuant to N.J.S.A. 49:3-50(b)(14)  has established means to keep accurate records of the holders of the securities it would offer and sell through the Internet site operator's internet site, provided that an Internet site operator may rely on representations of the issuer concerning its means of recordkeeping unless the Internet site operator has reason to question the reliability of those representations.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 13 - GENERAL RULES OF PRACTICE › Section 13:47A-13.1 - Scope of Rules of Practice

Current through Register Vol. 56, No. 14, July 15, 2024
These Rules of Practice are generally applicable to administrative proceedings before the Bureau under the Uniform Securities Law (1997), 49:3-47 et seq., as amended, prior to a matter having been determined to be a contested case pursuant to 1:1-3.1, and transmitted by the Bureau to the Office of Administrative Law pursuant to 1:1-3.2. In connection with such contested cases, reference should be made to any procedural requirements that may be contained in the Administrative Procedure Act, 52:14B-1 et seq., or the regulations and forms adopted thereunder, which requirements are controlling. These Rules of Practice do not apply to routine filings to perfect exemptions, register broker-dealers, agents, and investment advisers, register securities, or seek no-action or interpretive opinions from the Bureau. Nor do these Rules of Practice apply to private investigations conducted by the Bureau pursuant to 49:3-68, except where specifically made applicable by N.J.A.C. 13:47A-14, Rules of Practice Relating to Investigations.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 13 - GENERAL RULES OF PRACTICE › Section 13:47A-13.2 - Bureau address and business hours

Current through Register Vol. 56, No. 14, July 15, 2024
The office of the Bureau, at 153 Halsey Street, Newark, New Jersey 07102; mailing address, P.O. Box 47029, Newark, New Jersey 07101, is open each day, except Saturdays, Sundays and legal holidays, from 9:00 A.M. to 5:00 P.M., Eastern Standard Time or Eastern Daylight Time, whichever is currently in effect in New Jersey. Legal holidays consist of any day appointed as a holiday or day off in New Jersey by the Governor or Legislature of New Jersey.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 13 - GENERAL RULES OF PRACTICE › Section 13:47A-13.3 - Appearance and practice before the Bureau by non-lawyers

Current through Register Vol. 56, No. 14, July 15, 2024
Except as required by the New Jersey Court Rules, an individual may appear in his or her own behalf and, where authorized by law and with the consent of the Attorney General, an officer or employee of a department, agency or political subdivision of the State may appear on behalf of the department, agency or political subdivision of the State. A business entity other than a sole proprietor must be represented by an attorney. No representation of a third party before the Bureau shall be undertaken by any suspended or disbarred attorney.
New Jersey Administrative Code › Title 13 - LAW AND PUBLIC SAFETY › Chapter 47A - BUREAU OF SECURITIES › Subchapter 13 - GENERAL RULES OF PRACTICE › Section 13:47A-13.4 - Appearance and practice before the Bureau; by lawyers

Current through Register Vol. 56, No. 14, July 15, 2024
A person may be represented in any proceeding by an attorney at law admitted to practice before the Supreme Court of the State of New Jersey or by an attorney in good standing in any other jurisdiction within the United States. The Bureau Chief may prohibit multiple representations by counsel where the Bureau Chief determines, in the reasonable exercise of his or her discretion, that such representation may result in a conflict of interest or otherwise threaten the integrity of an investigation.