TITLE 7
Corporations, Associations, and Partnerships
CHAPTER 7-11
Rhode Island Uniform Securities Act
PART 7-11-201
Licensing of Broker Dealers, Sales Representatives, and Investment Advisers and
Investment Adviser Representatives
SECTION 7-11-202
§ 7-11-202 Exempt broker dealers and sales
representatives.
(a) The following broker dealers are exempt from the licensing requirements of
§ 7-11-201:
(1) A broker dealer who either is registered or, except as
provided in subsection (b) of this section, is not required to be registered
under the Securities Exchange Act of 1934, 15 U.S.C. § 78a et seq., and
who has no place of business in this state if:
(i) The transactions effected by the broker dealer in this
state are exclusively with the issuer of the securities involved in the
transactions, other broker dealers licensed or exempt under this chapter, and
financial or institutional investors;
(ii) The broker dealer is licensed under the securities act
of a state in which the broker dealer maintains a place of business and the
broker dealer offers and sells in this state to a person who is an existing
customer of the broker dealer and whose principal place of residence is not in
this state; and
(2) Other broker dealers the director, by rule or order,
exempts.
(b) The exemption provided in paragraph (a)(1)(i) of this
section is not available to a broker dealer who deals solely in governmental
securities and is not registered under the Securities Exchange Act of 1934, 15
U.S.C. § 78a et seq., unless the broker dealer is subject to supervision
as a dealer in government securities by the federal reserve board.
(c) The following sales representatives are exempt from the
licensing requirements of § 7-11-201:
(1) A sales representative acting for a broker dealer exempt
under subsection (a) of this section;
(2) A sales representative acting exclusively for an issuer
in effecting transactions in a security exempted by § 7-11-401(1)
(4) and (10) (12);
(3) A sales representative acting for an issuer effecting
offers or sales of securities in transactions exempted by § 7-11-402;
(4) A sales representative acting for an issuer effecting
transactions with employees, partners, officers, or directors of the issuer, a
parent or a wholly owned subsidiary of the issuer, if no commission or other
similar compensation is paid or given directly or indirectly to the sales
representative for soliciting an employee, partner, officer, or director in
this state;
(5) A sales representative acting for an issuer effecting
offers or sales of securities that are covered securities under § 18(b)(3)
or § 18(b)(4)(D) of the securities act of 1933, 15 U.S.C. § 77r(b)(3)
or 77r(b)(4)(D), provided that no commission or other remuneration is paid or
given directly or indirectly for soliciting any person in this state;
(6) A sales representative whose transactions in this state
are limited to only those transactions set forth in § 15(h)(2) of the
Securities Exchange Act of 1934, 15 U.S.C. § 78o(h)(2); and
(7) Other sales representatives that the director exempts by
rule or order.
History of Section.
(P.L. 1990, ch. 460, § 2; P.L. 1997, ch. 69, § 1; P.L. 2002, ch. 422,
§ 1.)
