Denial, revocation, suspension, withdrawal, restriction, condition,or limitation of registration.
409.4-412. (a) If the commissioner finds that the order is in thepublic interest and subsection (d) authorizes the action, an order issuedunder this act may deny an application, or may condition or limitregistration: (1) of an applicant to be a broker-dealer, agent, investmentadviser, or investment adviser representative, and (2) if the applicant isa broker-dealer or investment adviser, of any partner, officer, director,person having a similar status or performing similar functions, or persondirectly or indirectly controlling the broker-dealer or investment adviser.
(b) If the commissioner finds that the order is in the publicinterest and subsection (d) authorizes the action an order issued underthis act may revoke, suspend, condition, or limit the registration of aregistrant and if the registrant is a broker-dealer or investment adviser,any partner, officer, or director, any person having a similar status orperforming similar functions, or any person directly or indirectlycontrolling the broker-dealer or investment adviser. However, thecommissioner:
(1) May not institute a revocation or suspension proceeding underthis subsection based on an order issued by another state that is reportedto the commissioner or designee later than one year after the date of theorder on which it is based; and
(2) Under subsection (d)(5)(A) and (B), may not issue an order on thebasis of an order under the state securities act of another state unlessthe other order was based on conduct for which subsection (d) wouldauthorize the action had the conduct occurred in this state.
(c) If the commissioner finds that the order is in the publicinterest and subsection (d)(1) to (6), (8), (9), (10), or (12) and (13)authorizes the action, an order under this act may censure, impose a bar,or impose a civil penalty in an amount not to exceed a maximum of fivethousand dollars for a single violation or fifty thousand dollars forseveral violations on a registrant and if the registrant is a broker-dealeror investment adviser, any partner, officer, or director, any person havingsimilar functions or any person directly or indirectly controlling thebroker-dealer or investment adviser.
(d) A person may be disciplined under subsections (a) to (c) if theperson:
(1) Has filed an application for registration in this state underthis act or the predecessor act within the previous ten years, which, as ofthe effective date of registration or as of any date after filing in thecase of an order denying effectiveness, was incomplete in any materialrespect or contained a statement that, in light of the circumstances underwhich it was made, was false or misleading with respect to a material fact;
(2) Willfully violated or willfully failed to comply with this act orthe predecessor act or a rule adopted or order issued under this act or thepredecessor act within the previous ten years;
(3) Has been convicted of a felony or within the previous ten yearshas been convicted of a misdemeanor involving a security, a commodityfuture or option contract, or an aspect of a business involving securities,commodities, investments, franchises, insurance, banking, or finance;
(4) Is enjoined or restrained by a court of competent jurisdiction inan action instituted by the commissioner under this act or the predecessoract, a state, the Securities and Exchange Commission, or the United Statesfrom engaging in or continuing an act, practice, or course of businessinvolving an aspect of a business involving securities, commodities,investments, franchises, insurance, banking, or finance;
(5) Is the subject of an order, issued after notice and opportunityfor hearing by:
(A) The securities, depository institution, insurance, or otherfinancial services regulator of a state or by the Securities and ExchangeCommission or other federal agency denying, revoking, barring, orsuspending registration as a broker-dealer, agent, investment adviser,federal covered investment adviser, or investment adviser representative;
(B) The securities regulator of a state or by the Securities andExchange Commission against a broker-dealer, agent, investment adviser,investment adviser representative, or federal covered investment adviser;
(C) The Securities and Exchange Commission or by a self-regulatoryorganization suspending or expelling the registrant from membership in theself-regulatory organization;
(D) A court adjudicating a United States Postal Service fraud order;
(E) The insurance regulator of a state denying, suspending, orrevoking the registration of an insurance agent; or
(F) A depository institution regulator suspending or barring a personfrom the depository institution business;
(6) Is the subject of an adjudication or determination, after noticeand opportunity for hearing, by the Securities and Exchange Commission, theCommodity Futures Trading Commission; the Federal Trade Commission; afederal depository institution regulator, or a depository institution,insurance, or other financial services regulator of a state that the personwillfully violated the Securities Act of 1933, the Securities Exchange Actof 1934, the Investment Advisers Act of 1940, the Investment Company Act of1940, or the Commodity Exchange Act, the securities or commodities law of astate, or a federal or state law under which a business involvinginvestments, franchises, insurance, banking, or finance is regulated;
(7) Is insolvent, either because the person's liabilities exceed theperson's assets or because the person cannot meet the person's obligationsas they mature, but the commissioner may not enter an order against anapplicant or registrant under this paragraph without a finding ofinsolvency as to the applicant or registrant;
(8) Refuses to allow or otherwise impedes the commissioner fromconducting an audit or inspection under section 409.4-411(d) or refusesaccess to a registrant's office to conduct an audit or inspection undersection 409.4-411(d);
(9) Has failed to reasonably supervise an agent, investment adviserrepresentative, or other individual, if the agent, investment adviserrepresentative, or other individual was subject to the person's supervisionand committed a violation of this act or the predecessor act or a ruleadopted or order issued under this act or the predecessor act within theprevious ten years;
(10) Has not paid the proper filing fee within thirty days afterhaving been notified by the commissioner of a deficiency, but thecommissioner shall vacate an order under this paragraph when the deficiencyis corrected;
(11) After notice and opportunity for a hearing, has been foundwithin the previous ten years:
(A) By a court of competent jurisdiction to have willfully violatedthe laws of a foreign jurisdiction under which the business of securities,commodities, investment, franchises, insurance, banking, or finance isregulated;
(B) To have been the subject of an order of a securities regulator ofa foreign jurisdiction denying, revoking, or suspending the right to engagein the business of securities as a broker-dealer, agent, investmentadviser, investment adviser representative, or similar person; or
(C) To have been suspended or expelled from membership by orparticipation in a securities exchange or securities association operatingunder the securities laws of a foreign jurisdiction;
(12) Is the subject of a cease and desist order issued by theSecurities and Exchange Commission or issued under the securities,commodities, investment, franchise, banking, finance, or insurance laws ofa state;
(13) Has engaged in dishonest or unethical practices in thesecurities, commodities, investment, franchise, banking, finance, orinsurance business within the previous ten years; or
(14) Is not qualified on the basis of factors such as training,experience, and knowledge of the securities business. However, in the caseof an application by an agent for a broker-dealer that is a member of aself-regulatory organization or by an individual for registration as aninvestment adviser representative, a denial order may not be based on thisparagraph if the individual has successfully completed all examinationsrequired by subsection (e). The commissioner may require an applicant forregistration under section 409.4-402 or 409.4-404 who has not beenregistered in a state within the two years preceding the filing of anapplication in this state to successfully complete an examination.
(e) A rule adopted or order issued under this act may require that anexamination, including an examination developed or approved by anorganization of securities regulators, be successfully completed by a classof individuals or all individuals. An order issued under this act maywaive, in whole or in part, an examination as to an individual and a ruleadopted under this act may waive, in whole or in part, an examination as toa class of individuals if the commissioner determines that the examinationis not necessary or appropriate in the public interest and for theprotection of investors.
(f) The commissioner may suspend or deny an application summarily;restrict, condition, limit, or suspend a registration; or censure, bar, orimpose a civil penalty on a registrant before final determination of anadministrative proceeding. Upon the issuance of an order, the commissionershall promptly notify each person subject to the order that the order hasbeen issued, the reasons for the action, and that within fifteen days afterthe receipt of a request in a record from the person the matter will bescheduled for a hearing. If a hearing is not requested and none is orderedby the commissioner within thirty days after the date of service of theorder, the order becomes final by operation of law. If a hearing isrequested or ordered, the commissioner, after notice of and opportunity forhearing to each person subject to the order, may modify or vacate the orderor extend the order until final determination.
(g) An order issued may not be issued under this section, exceptunder subsection (f), without:
(1) Appropriate notice to the applicant or registrant;
(2) Opportunity for hearing; and
(3) Findings of fact and conclusions of law in a record.
(h) A person that controls, directly or indirectly, a person not incompliance with this section may be disciplined by order of thecommissioner under subsections (a) to (c) to the same extent as thenoncomplying person, unless the controlling person did not know, and in theexercise of reasonable care could not have known, of the existence ofconduct that is a ground for discipline under this section.
(i) The commissioner may not institute a proceeding under subsection(a), (b), or (c) based solely on material facts actually known by thecommissioner unless an investigation or the proceeding is instituted withinone year after the commissioner actually acquires knowledge of the materialfacts.
(j) Any applicant denied an agent, broker-dealer, investment adviseror investment adviser representative registration by order of thecommissioner pursuant to subsection (a) may file a petition with theadministrative hearing commission alleging that the commissioner has deniedthe registration. The administrative hearing commission shall conducthearings and make findings of fact and conclusions of law. Thecommissioner shall have the burden of proving a ground for denial pursuantto this act.
(k) If a proceeding is instituted to revoke or suspend a registrationof any agent, broker-dealer, investment adviser, or investment adviserrepresentative pursuant to subsection (b), the commissioner shall refer thematter to the administrative hearing commission. The administrativehearing commission shall conduct hearings and make findings of fact andconclusions of law in such cases. The commissioner shall have the burdenof proving a ground for suspension or revocation pursuant to this act. Theadministrative hearing commission shall submit its findings of fact andconclusions of law to the commissioner for final disposition.
(l) Hearing procedures before the commissioner or the administrativehearing commission and judicial review of the decisions and orders of thecommissioner and of the administrative hearing commission, and all otherprocedural matters pursuant to this act shall be governed by the provisionsof chapter 536, RSMo. Hearings before the administrative hearingcommission shall also be governed by the provisions of chapter 621, RSMo.
Denial, revocation, suspension, withdrawal, restriction, condition,or limitation of registration.
409.4-412. (a) If the commissioner finds that the order is in thepublic interest and subsection (d) authorizes the action, an order issuedunder this act may deny an application, or may condition or limitregistration: (1) of an applicant to be a broker-dealer, agent, investmentadviser, or investment adviser representative, and (2) if the applicant isa broker-dealer or investment adviser, of any partner, officer, director,person having a similar status or performing similar functions, or persondirectly or indirectly controlling the broker-dealer or investment adviser.
(b) If the commissioner finds that the order is in the publicinterest and subsection (d) authorizes the action an order issued underthis act may revoke, suspend, condition, or limit the registration of aregistrant and if the registrant is a broker-dealer or investment adviser,any partner, officer, or director, any person having a similar status orperforming similar functions, or any person directly or indirectlycontrolling the broker-dealer or investment adviser. However, thecommissioner:
(1) May not institute a revocation or suspension proceeding underthis subsection based on an order issued by another state that is reportedto the commissioner or designee later than one year after the date of theorder on which it is based; and
(2) Under subsection (d)(5)(A) and (B), may not issue an order on thebasis of an order under the state securities act of another state unlessthe other order was based on conduct for which subsection (d) wouldauthorize the action had the conduct occurred in this state.
(c) If the commissioner finds that the order is in the publicinterest and subsection (d)(1) to (6), (8), (9), (10), or (12) and (13)authorizes the action, an order under this act may censure, impose a bar,or impose a civil penalty in an amount not to exceed a maximum of fivethousand dollars for a single violation or fifty thousand dollars forseveral violations on a registrant and if the registrant is a broker-dealeror investment adviser, any partner, officer, or director, any person havingsimilar functions or any person directly or indirectly controlling thebroker-dealer or investment adviser.
(d) A person may be disciplined under subsections (a) to (c) if theperson:
(1) Has filed an application for registration in this state underthis act or the predecessor act within the previous ten years, which, as ofthe effective date of registration or as of any date after filing in thecase of an order denying effectiveness, was incomplete in any materialrespect or contained a statement that, in light of the circumstances underwhich it was made, was false or misleading with respect to a material fact;
(2) Willfully violated or willfully failed to comply with this act orthe predecessor act or a rule adopted or order issued under this act or thepredecessor act within the previous ten years;
(3) Has been convicted of a felony or within the previous ten yearshas been convicted of a misdemeanor involving a security, a commodityfuture or option contract, or an aspect of a business involving securities,commodities, investments, franchises, insurance, banking, or finance;
(4) Is enjoined or restrained by a court of competent jurisdiction inan action instituted by the commissioner under this act or the predecessoract, a state, the Securities and Exchange Commission, or the United Statesfrom engaging in or continuing an act, practice, or course of businessinvolving an aspect of a business involving securities, commodities,investments, franchises, insurance, banking, or finance;
(5) Is the subject of an order, issued after notice and opportunityfor hearing by:
(A) The securities, depository institution, insurance, or otherfinancial services regulator of a state or by the Securities and ExchangeCommission or other federal agency denying, revoking, barring, orsuspending registration as a broker-dealer, agent, investment adviser,federal covered investment adviser, or investment adviser representative;
(B) The securities regulator of a state or by the Securities andExchange Commission against a broker-dealer, agent, investment adviser,investment adviser representative, or federal covered investment adviser;
(C) The Securities and Exchange Commission or by a self-regulatoryorganization suspending or expelling the registrant from membership in theself-regulatory organization;
(D) A court adjudicating a United States Postal Service fraud order;
(E) The insurance regulator of a state denying, suspending, orrevoking the registration of an insurance agent; or
(F) A depository institution regulator suspending or barring a personfrom the depository institution business;
(6) Is the subject of an adjudication or determination, after noticeand opportunity for hearing, by the Securities and Exchange Commission, theCommodity Futures Trading Commission; the Federal Trade Commission; afederal depository institution regulator, or a depository institution,insurance, or other financial services regulator of a state that the personwillfully violated the Securities Act of 1933, the Securities Exchange Actof 1934, the Investment Advisers Act of 1940, the Investment Company Act of1940, or the Commodity Exchange Act, the securities or commodities law of astate, or a federal or state law under which a business involvinginvestments, franchises, insurance, banking, or finance is regulated;
(7) Is insolvent, either because the person's liabilities exceed theperson's assets or because the person cannot meet the person's obligationsas they mature, but the commissioner may not enter an order against anapplicant or registrant under this paragraph without a finding ofinsolvency as to the applicant or registrant;
(8) Refuses to allow or otherwise impedes the commissioner fromconducting an audit or inspection under section 409.4-411(d) or refusesaccess to a registrant's office to conduct an audit or inspection undersection 409.4-411(d);
(9) Has failed to reasonably supervise an agent, investment adviserrepresentative, or other individual, if the agent, investment adviserrepresentative, or other individual was subject to the person's supervisionand committed a violation of this act or the predecessor act or a ruleadopted or order issued under this act or the predecessor act within theprevious ten years;
(10) Has not paid the proper filing fee within thirty days afterhaving been notified by the commissioner of a deficiency, but thecommissioner shall vacate an order under this paragraph when the deficiencyis corrected;
(11) After notice and opportunity for a hearing, has been foundwithin the previous ten years:
(A) By a court of competent jurisdiction to have willfully violatedthe laws of a foreign jurisdiction under which the business of securities,commodities, investment, franchises, insurance, banking, or finance isregulated;
(B) To have been the subject of an order of a securities regulator ofa foreign jurisdiction denying, revoking, or suspending the right to engagein the business of securities as a broker-dealer, agent, investmentadviser, investment adviser representative, or similar person; or
(C) To have been suspended or expelled from membership by orparticipation in a securities exchange or securities association operatingunder the securities laws of a foreign jurisdiction;
(12) Is the subject of a cease and desist order issued by theSecurities and Exchange Commission or issued under the securities,commodities, investment, franchise, banking, finance, or insurance laws ofa state;
(13) Has engaged in dishonest or unethical practices in thesecurities, commodities, investment, franchise, banking, finance, orinsurance business within the previous ten years; or
(14) Is not qualified on the basis of factors such as training,experience, and knowledge of the securities business. However, in the caseof an application by an agent for a broker-dealer that is a member of aself-regulatory organization or by an individual for registration as aninvestment adviser representative, a denial order may not be based on thisparagraph if the individual has successfully completed all examinationsrequired by subsection (e). The commissioner may require an applicant forregistration under section 409.4-402 or 409.4-404 who has not beenregistered in a state within the two years preceding the filing of anapplication in this state to successfully complete an examination.
(e) A rule adopted or order issued under this act may require that anexamination, including an examination developed or approved by anorganization of securities regulators, be successfully completed by a classof individuals or all individuals. An order issued under this act maywaive, in whole or in part, an examination as to an individual and a ruleadopted under this act may waive, in whole or in part, an examination as toa class of individuals if the commissioner determines that the examinationis not necessary or appropriate in the public interest and for theprotection of investors.
(f) The commissioner may suspend or deny an application summarily;restrict, condition, limit, or suspend a registration; or censure, bar, orimpose a civil penalty on a registrant before final determination of anadministrative proceeding. Upon the issuance of an order, the commissionershall promptly notify each person subject to the order that the order hasbeen issued, the reasons for the action, and that within fifteen days afterthe receipt of a request in a record from the person the matter will bescheduled for a hearing. If a hearing is not requested and none is orderedby the commissioner within thirty days after the date of service of theorder, the order becomes final by operation of law. If a hearing isrequested or ordered, the commissioner, after notice of and opportunity forhearing to each person subject to the order, may modify or vacate the orderor extend the order until final determination.
(g) An order issued may not be issued under this section, exceptunder subsection (f), without:
(1) Appropriate notice to the applicant or registrant;
(2) Opportunity for hearing; and
(3) Findings of fact and conclusions of law in a record.
(h) A person that controls, directly or indirectly, a person not incompliance with this section may be disciplined by order of thecommissioner under subsections (a) to (c) to the same extent as thenoncomplying person, unless the controlling person did not know, and in theexercise of reasonable care could not have known, of the existence ofconduct that is a ground for discipline under this section.
(i) The commissioner may not institute a proceeding under subsection(a), (b), or (c) based solely on material facts actually known by thecommissioner unless an investigation or the proceeding is instituted withinone year after the commissioner actually acquires knowledge of the materialfacts.
(j) Any applicant denied an agent, broker-dealer, investment adviseror investment adviser representative registration by order of thecommissioner pursuant to subsection (a) may file a petition with theadministrative hearing commission alleging that the commissioner has deniedthe registration. The administrative hearing commission shall conducthearings and make findings of fact and conclusions of law. Thecommissioner shall have the burden of proving a ground for denial pursuantto this act.
(k) If a proceeding is instituted to revoke or suspend a registrationof any agent, broker-dealer, investment adviser, or investment adviserrepresentative pursuant to subsection (b), the commissioner shall refer thematter to the administrative hearing commission. The administrativehearing commission shall conduct hearings and make findings of fact andconclusions of law in such cases. The commissioner shall have the burdenof proving a ground for suspension or revocation pursuant to this act. Theadministrative hearing commission shall submit its findings of fact andconclusions of law to the commissioner for final disposition.
(l) Hearing procedures before the commissioner or the administrativehearing commission and judicial review of the decisions and orders of thecommissioner and of the administrative hearing commission, and all otherprocedural matters pursuant to this act shall be governed by the provisionsof chapter 536, RSMo. Hearings before the administrative hearingcommission shall also be governed by the provisions of chapter 621, RSMo.
Denial, revocation, suspension, withdrawal, restriction, condition,or limitation of registration.
409.4-412. (a) If the commissioner finds that the order is in thepublic interest and subsection (d) authorizes the action, an order issuedunder this act may deny an application, or may condition or limitregistration: (1) of an applicant to be a broker-dealer, agent, investmentadviser, or investment adviser representative, and (2) if the applicant isa broker-dealer or investment adviser, of any partner, officer, director,person having a similar status or performing similar functions, or persondirectly or indirectly controlling the broker-dealer or investment adviser.
(b) If the commissioner finds that the order is in the publicinterest and subsection (d) authorizes the action an order issued underthis act may revoke, suspend, condition, or limit the registration of aregistrant and if the registrant is a broker-dealer or investment adviser,any partner, officer, or director, any person having a similar status orperforming similar functions, or any person directly or indirectlycontrolling the broker-dealer or investment adviser. However, thecommissioner:
(1) May not institute a revocation or suspension proceeding underthis subsection based on an order issued by another state that is reportedto the commissioner or designee later than one year after the date of theorder on which it is based; and
(2) Under subsection (d)(5)(A) and (B), may not issue an order on thebasis of an order under the state securities act of another state unlessthe other order was based on conduct for which subsection (d) wouldauthorize the action had the conduct occurred in this state.
(c) If the commissioner finds that the order is in the publicinterest and subsection (d)(1) to (6), (8), (9), (10), or (12) and (13)authorizes the action, an order under this act may censure, impose a bar,or impose a civil penalty in an amount not to exceed a maximum of fivethousand dollars for a single violation or fifty thousand dollars forseveral violations on a registrant and if the registrant is a broker-dealeror investment adviser, any partner, officer, or director, any person havingsimilar functions or any person directly or indirectly controlling thebroker-dealer or investment adviser.
(d) A person may be disciplined under subsections (a) to (c) if theperson:
(1) Has filed an application for registration in this state underthis act or the predecessor act within the previous ten years, which, as ofthe effective date of registration or as of any date after filing in thecase of an order denying effectiveness, was incomplete in any materialrespect or contained a statement that, in light of the circumstances underwhich it was made, was false or misleading with respect to a material fact;
(2) Willfully violated or willfully failed to comply with this act orthe predecessor act or a rule adopted or order issued under this act or thepredecessor act within the previous ten years;
(3) Has been convicted of a felony or within the previous ten yearshas been convicted of a misdemeanor involving a security, a commodityfuture or option contract, or an aspect of a business involving securities,commodities, investments, franchises, insurance, banking, or finance;
(4) Is enjoined or restrained by a court of competent jurisdiction inan action instituted by the commissioner under this act or the predecessoract, a state, the Securities and Exchange Commission, or the United Statesfrom engaging in or continuing an act, practice, or course of businessinvolving an aspect of a business involving securities, commodities,investments, franchises, insurance, banking, or finance;
(5) Is the subject of an order, issued after notice and opportunityfor hearing by:
(A) The securities, depository institution, insurance, or otherfinancial services regulator of a state or by the Securities and ExchangeCommission or other federal agency denying, revoking, barring, orsuspending registration as a broker-dealer, agent, investment adviser,federal covered investment adviser, or investment adviser representative;
(B) The securities regulator of a state or by the Securities andExchange Commission against a broker-dealer, agent, investment adviser,investment adviser representative, or federal covered investment adviser;
(C) The Securities and Exchange Commission or by a self-regulatoryorganization suspending or expelling the registrant from membership in theself-regulatory organization;
(D) A court adjudicating a United States Postal Service fraud order;
(E) The insurance regulator of a state denying, suspending, orrevoking the registration of an insurance agent; or
(F) A depository institution regulator suspending or barring a personfrom the depository institution business;
(6) Is the subject of an adjudication or determination, after noticeand opportunity for hearing, by the Securities and Exchange Commission, theCommodity Futures Trading Commission; the Federal Trade Commission; afederal depository institution regulator, or a depository institution,insurance, or other financial services regulator of a state that the personwillfully violated the Securities Act of 1933, the Securities Exchange Actof 1934, the Investment Advisers Act of 1940, the Investment Company Act of1940, or the Commodity Exchange Act, the securities or commodities law of astate, or a federal or state law under which a business involvinginvestments, franchises, insurance, banking, or finance is regulated;
(7) Is insolvent, either because the person's liabilities exceed theperson's assets or because the person cannot meet the person's obligationsas they mature, but the commissioner may not enter an order against anapplicant or registrant under this paragraph without a finding ofinsolvency as to the applicant or registrant;
(8) Refuses to allow or otherwise impedes the commissioner fromconducting an audit or inspection under section 409.4-411(d) or refusesaccess to a registrant's office to conduct an audit or inspection undersection 409.4-411(d);
(9) Has failed to reasonably supervise an agent, investment adviserrepresentative, or other individual, if the agent, investment adviserrepresentative, or other individual was subject to the person's supervisionand committed a violation of this act or the predecessor act or a ruleadopted or order issued under this act or the predecessor act within theprevious ten years;
(10) Has not paid the proper filing fee within thirty days afterhaving been notified by the commissioner of a deficiency, but thecommissioner shall vacate an order under this paragraph when the deficiencyis corrected;
(11) After notice and opportunity for a hearing, has been foundwithin the previous ten years:
(A) By a court of competent jurisdiction to have willfully violatedthe laws of a foreign jurisdiction under which the business of securities,commodities, investment, franchises, insurance, banking, or finance isregulated;
(B) To have been the subject of an order of a securities regulator ofa foreign jurisdiction denying, revoking, or suspending the right to engagein the business of securities as a broker-dealer, agent, investmentadviser, investment adviser representative, or similar person; or
(C) To have been suspended or expelled from membership by orparticipation in a securities exchange or securities association operatingunder the securities laws of a foreign jurisdiction;
(12) Is the subject of a cease and desist order issued by theSecurities and Exchange Commission or issued under the securities,commodities, investment, franchise, banking, finance, or insurance laws ofa state;
(13) Has engaged in dishonest or unethical practices in thesecurities, commodities, investment, franchise, banking, finance, orinsurance business within the previous ten years; or
(14) Is not qualified on the basis of factors such as training,experience, and knowledge of the securities business. However, in the caseof an application by an agent for a broker-dealer that is a member of aself-regulatory organization or by an individual for registration as aninvestment adviser representative, a denial order may not be based on thisparagraph if the individual has successfully completed all examinationsrequired by subsection (e). The commissioner may require an applicant forregistration under section 409.4-402 or 409.4-404 who has not beenregistered in a state within the two years preceding the filing of anapplication in this state to successfully complete an examination.
(e) A rule adopted or order issued under this act may require that anexamination, including an examination developed or approved by anorganization of securities regulators, be successfully completed by a classof individuals or all individuals. An order issued under this act maywaive, in whole or in part, an examination as to an individual and a ruleadopted under this act may waive, in whole or in part, an examination as toa class of individuals if the commissioner determines that the examinationis not necessary or appropriate in the public interest and for theprotection of investors.
(f) The commissioner may suspend or deny an application summarily;restrict, condition, limit, or suspend a registration; or censure, bar, orimpose a civil penalty on a registrant before final determination of anadministrative proceeding. Upon the issuance of an order, the commissionershall promptly notify each person subject to the order that the order hasbeen issued, the reasons for the action, and that within fifteen days afterthe receipt of a request in a record from the person the matter will bescheduled for a hearing. If a hearing is not requested and none is orderedby the commissioner within thirty days after the date of service of theorder, the order becomes final by operation of law. If a hearing isrequested or ordered, the commissioner, after notice of and opportunity forhearing to each person subject to the order, may modify or vacate the orderor extend the order until final determination.
(g) An order issued may not be issued under this section, exceptunder subsection (f), without:
(1) Appropriate notice to the applicant or registrant;
(2) Opportunity for hearing; and
(3) Findings of fact and conclusions of law in a record.
(h) A person that controls, directly or indirectly, a person not incompliance with this section may be disciplined by order of thecommissioner under subsections (a) to (c) to the same extent as thenoncomplying person, unless the controlling person did not know, and in theexercise of reasonable care could not have known, of the existence ofconduct that is a ground for discipline under this section.
(i) The commissioner may not institute a proceeding under subsection(a), (b), or (c) based solely on material facts actually known by thecommissioner unless an investigation or the proceeding is instituted withinone year after the commissioner actually acquires knowledge of the materialfacts.
(j) Any applicant denied an agent, broker-dealer, investment adviseror investment adviser representative registration by order of thecommissioner pursuant to subsection (a) may file a petition with theadministrative hearing commission alleging that the commissioner has deniedthe registration. The administrative hearing commission shall conducthearings and make findings of fact and conclusions of law. Thecommissioner shall have the burden of proving a ground for denial pursuantto this act.
(k) If a proceeding is instituted to revoke or suspend a registrationof any agent, broker-dealer, investment adviser, or investment adviserrepresentative pursuant to subsection (b), the commissioner shall refer thematter to the administrative hearing commission. The administrativehearing commission shall conduct hearings and make findings of fact andconclusions of law in such cases. The commissioner shall have the burdenof proving a ground for suspension or revocation pursuant to this act. Theadministrative hearing commission shall submit its findings of fact andconclusions of law to the commissioner for final disposition.
(l) Hearing procedures before the commissioner or the administrativehearing commission and judicial review of the decisions and orders of thecommissioner and of the administrative hearing commission, and all otherprocedural matters pursuant to this act shall be governed by the provisionsof chapter 536, RSMo. Hearings before the administrative hearingcommission shall also be governed by the provisions of chapter 621, RSMo.
