[§485A-402]  Agent registration requirement
and exemptions.  (a)  It is unlawful for an individual to transact business
in this State as an agent unless the individual is registered under this
chapter as an agent or is exempt from registration as an agent under subsection
(b).



(b)  The following individuals are exempt from
the registration requirement of subsection (a):



(1)  An individual who represents a broker-dealer in
effecting transactions in this State limited to those described in section
15(h)(2) of the Securities Exchange Act of 1934 (15 U.S.C. 78(o)(2));



(2)  An individual who represents a broker-dealer that
is exempt under section 485A-401(b) or 485A-401(d);



(3)  An individual who represents an issuer with
respect to an offer or sale of the issuer's own securities or those of the
issuer's parent company or any of the issuer's subsidiaries, and who is not
compensated in connection with the individual's participation by the payment of
commissions or other remuneration based, directly or indirectly, on
transactions in those securities;



(4)  An individual who represents an issuer and who
effects transactions in the issuer's securities exempted by section 485A-202,
other than section [485A-202(a)(11) and (14)];



(5)  An individual who represents an issuer that
effects transactions solely in federal covered securities of the issuer;
provided that an individual who effects transactions in a federal covered
security under section 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)) is not exempt if the individual is
compensated in connection with the agent's participation by the payment of
commissions or other remuneration based, directly or indirectly, on
transactions in those securities;



(6)  An individual who represents a broker-dealer
registered in this State under section 485A-401(a) or exempt from registration
under section 485A-401(b) in the offer and sale of securities for an account of
a nonaffiliated federal covered investment adviser with investments under management
in excess of $100,000,000 acting for the account of others pursuant to
discretionary authority in a signed record;



(7)  An individual who represents an issuer in
connection with the purchase of the issuer's own securities;



(8)  An individual who represents an issuer and who
restricts participation to performing clerical or ministerial acts; or



(9)  Any other individual exempted by rule adopted or
order issued under this chapter.



(c)  The registration of an agent is effective
only while the agent is employed by or associated with a broker-dealer
registered under this chapter or an issuer that is offering, selling, or
purchasing its securities in this State.



(d)  It is unlawful for a broker-dealer, or an
issuer engaged in offering, selling, or purchasing securities in this State, to
employ or associate with an agent who transacts business in this State on
behalf of broker-dealers or issuers unless the agent is registered under
subsection (a) or exempt from registration under subsection (b).



(e)  If an individual acts as an agent for more
than one broker-dealer or one issuer at a time, the broker-dealers and issuers
for which the agent acts shall be jointly and severally liable for the acts of
the agent unless otherwise agreed to between the agent, broker-dealers, and
issuers. [L 2006, c 229, pt of §1]