17-12a402.   Agent registration requirement andexemptions.(a) Registration requirement. It is unlawful foran individual to transact business in this state as an agent unlessthe individual is registered under this act as an agent or isexempt from registration as an agent under subsection (b).

      (b)   Exemptions from registration. The following individualsare exempt from the registration requirement of subsection (a):

      (1)   An individual who represents a broker-dealer in effectingtransactions in this state limited to those described in section15(h)(2) of the securities exchange act of 1934 (15 U.S.C. section78(o)(2));

      (2)   an individual who represents a broker-dealer that isexempt underK.S.A. 17-12a401(b) or (d), and amendments thereto;

      (3)   an individual who represents an issuer with respect to anoffer or sale of the issuer's own securities or those of theissuer's parent or any of the issuer's subsidiaries, and who is notcompensated in connection with the individual's participation by the payment ofcommissions or other remuneration based, directly orindirectly, on transactions in those securities;

      (4)   an individual who represents an issuer and who effectstransactions in the issuer's securities exempted byK.S.A. 17-12a202, andamendments thereto, other thanK.S.A. 17-12a202 (11) and (14), andamendments thereto;

      (5)   an individual who represents an issuer that effectstransactions solely in federal covered securities of the issuer, butan individual who effects transactions in a federal covered securityunder section 18(b)(3) or 18(b)(4)(D) of the securities act of 1933(15 U.S.C. section 77r(b)(3) or 77r(b)(4)(D)) is not exempt if theindividual is compensated in connection with the agent'sparticipation by the payment of commissions or other remunerationbased, directly or indirectly, on transactions in those securities;

      (6)   an individual who represents a broker-dealer registered inthis state underK.S.A. 17-12a401(a), and amendments thereto, orexemptfrom registration underK.S.A. 17-12a401(b), and amendments thereto,inthe offer and sale of securities for an account of a nonaffiliatedfederal covered investment adviser with investments under managementin excess of $100,000,000 acting for the account of others pursuantto discretionary authority in a signed record;

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

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

      (9)   any other individual exempted by rule adopted or orderissued under this act.

      (c)   Registration effective only while employed or associated.The registration of an agent is effective only while the agent isemployed by or associated with a broker-dealer registered under thisact or an issuer that is offering, selling, or purchasing itssecurities in this state.

      (d)   Limit on employment or association. It is unlawful for abroker-dealer, or an issuer engaged in offering, selling, orpurchasing securities in this state, to employ or associate with anagent who transacts business in this state on behalf of broker-dealers orissuers unless the agent is registered under subsection(a) or exempt from registration under subsection (b).

      (e)   Limit on affiliations. An individual may not act as anagent for more than one broker-dealer or one issuer at a time,unless the broker-dealer or the issuer for which the agent acts areaffiliated by direct or indirect common control or are authorizedby rule or order under this act.

      History:   L. 2004, ch. 154, § 19; July 1, 2005.