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CHAPTER 51-23COMMODITIES TRANSACTIONS51-23-01. Title. This chapter must be known as the Commodities Act of 1989.51-23-02. Definitions. When used in this chapter, unless the context or subject matterotherwise requires:1.&quot;Board of trade&quot; means any person or group of persons engaged in buying or selling<br>any commodity or receiving any commodity for sale on consignment, whether the<br>person or group of persons is characterized as a board of trade, exchange, or other<br>form of marketplace.2.&quot;CFTC rule&quot; means any rule, regulation, or order of the commodity futures trading<br>commission in effect on April 7, 1989.3.&quot;Commissioner&quot; means the securities commissioner of this state.4.&quot;Commodity&quot; means, except as otherwise specified by the commissioner by rule or<br>order, any agricultural, grain, or livestock product or byproduct; any metal or mineral,<br>including a precious metal; any gem or gemstone, whether characterized as<br>precious, semiprecious, or otherwise; any fuel whether liquid, gaseous, or otherwise;<br>any foreign currency; and all other goods, articles, products, or items of any kind.<br>The term commodity does not include:a.A numismatic coin with a fair market value at least fifteen percent higher than<br>the value of the metal it contains;b.Real property or any timber, agricultural, or livestock product grown or raised<br>on real property and offered or sold by the owner or lessee of the real property;<br>orc.Any work of art offered or sold by art dealers, at public auction or offered or sold<br>through a private sale by the owner.5.&quot;Commodity contract&quot; means any account, agreement, or contract for the purchase<br>or sale, primarily for speculation or investment purposes and not for use or<br>consumption by the offeree or purchaser, of one or more commodities, whether for<br>immediate or subsequent delivery or whether delivery is intended by the parties, and<br>whether characterized as a cash contract, deferred shipment or deferred delivery<br>contract, forward contract, futures contract, installment or margin contract, leverage<br>contract, or otherwise. Any commodity contract offered or sold must, in the absence<br>of evidence to the contrary, be presumed to be offered or sold for speculation or<br>investment purposes.A commodity contract may not include any contract oragreement which requires, and under which the purchaser receives within<br>twenty-eight calendar days from the payment in good funds of any portion of the<br>purchase price, physical delivery of the total amount of each commodity to be<br>purchased under the contract or agreement.6.&quot;Commodity Exchange Act&quot; means the act of Congress known as the Commodity<br>Exchange Act, as amended to April 7, 1989.7.&quot;Commodity futures trading commission&quot; means the independent regulatory agency<br>established by Congress to administer the Commodity Exchange Act.8.&quot;Commodity merchant&quot; means any of the following, as defined or described in the<br>Commodity Exchange Act or by CFTC rule:Page No. 1a.Futures commission merchant.b.Commodity pool operator.c.Commodity trading advisor.d.Introducing broker.e.Leverage transaction merchant.f.An associated person of any of the foregoing.g.Floor broker.h.Any other person other than a futures association required to register with the<br>commodity futures trading commission.9.&quot;Commodity option&quot; means any account, agreement, or contract giving a party<br>thereto the right but not the obligation to purchase or sell one or more commodities<br>or one or more commodity contracts, whether characterized as an option, privilege,<br>indemnity, bid, offer, put, call, advance guaranty, decline guaranty or otherwise, but<br>does not include an option traded on a national securities exchange registered with<br>the United States securities and exchange commission.10.&quot;Financial institution&quot; means a bank, savings institution, or trust company organized<br>under, or supervised under, the laws of the United States or of any state.11.&quot;Offer&quot; includes every offer to sell, offer to purchase, or offer to enter into a<br>commodity contract or commodity option.12.&quot;Person&quot; means an individual, a corporation, a limited liability company, a<br>partnership, an association, a joint-stock company, a trust in which the interests of<br>the beneficiaries are evidenced by a security, an unincorporated organization, a<br>government, or a political subdivision of a government, but does not include a<br>contract market designated by the commodity futures trading commission or any<br>clearinghouse thereof or a national securities exchange registered with the securities<br>and exchange commission or any employee, officer, or director of such contract<br>market, clearinghouse, or exchange acting solely in that capacity.13.&quot;Precious metal&quot; means the following in either coin, bullion, or other form: silver,<br>gold, platinum, palladium, copper, and such other items as the commissioner may<br>specify by rule or order.14.&quot;Sale&quot; or &quot;sell&quot; includes every sale, contract of sale, contract to sell, or disposition,<br>for value.51-23-03. Unlawful commodity transactions. Except as otherwise provided in section51-23-04 or 51-23-05, no person may sell or purchase or offer to sell or purchase any commodity<br>under any commodity contract or under any commodity option or offer to enter into or enter into<br>as seller or purchaser any commodity contract or any commodity option.51-23-04. Exempt person transactions. The prohibitions in section 51-23-03 do notapply to any transaction offered by and in which any of the following persons or any employee,<br>officer, or director thereof acting solely in that capacity is the purchaser or seller:1.A person registered with the commodity futures trading commission as a futures<br>commission merchant or as a leverage transaction merchant whose activities<br>require such registration.Page No. 22.A person registered with the securities and exchange commission as a broker-dealer<br>whose activities require such registration.3.A person affiliated with, and whose obligations and liabilities under the transaction<br>are guaranteed by, a person referred to in subsection 1 or 2.4.A person who is a member of a contract market designated by the commodity<br>futures trading commission or any clearinghouse thereof.5.A financial institution.6.A person registered under the laws of this state as a securities dealer whose<br>activities require such registration.7.A public warehouseman as defined in section 60-02-01.The exemption provided by this section does not apply to any transaction or activity which is<br>prohibited by the Commodity Exchange Act or CFTC rule.51-23-05. Exempt transactions.1.The prohibitions in section 51-23-03 do not apply to the following:a.An account, agreement, or transaction within the exclusive jurisdiction of the<br>commodity futures trading commission as granted under the Commodity<br>Exchange Act.b.A commodity contract for the purchase of one or more precious metals which<br>requires, and under which the purchaser receives, within twenty-eight calendar<br>days from the payment in good funds of any portion of the purchase price,<br>physical delivery of the quantity of the precious metals purchased by such<br>payment, provided that, for purposes of this subdivision, physical delivery must<br>be deemed to have occurred if, within such twenty-eight-day period, such<br>quantity of precious metals purchased by such payment is delivered, whether in<br>specifically segregated or fungible bulk form, into the possession of a<br>depository, other than the seller, which is either:(1)A financial institution;(2)A depository the warehouse receipts of which are recognized for delivery<br>purposes for any commodity on a contract market designated by the<br>commodity futures trading commission;(3)A storage facility licensed or regulated by the United States or any<br>agency thereof; or(4)A depository designated by the commissioner;and such depository, or other person which itself qualifies as a depository as<br>aforesaid, issues and the purchaser receives, a certificate, document of title,<br>confirmation, or other instrument evidencing that such quantity of precious<br>metals has been delivered to the depository and is being and will continue to be<br>held by the depository on the purchaser's behalf, free and clear of all liens and<br>encumbrances, other than liens of the purchaser, tax liens, liens agreed to by<br>the purchaser, or liens of the depository for fees and expenses, which have<br>previously been disclosed to the purchaser.Page No. 3c.A commodity contract solely between persons engaged in producing,<br>processing, using commercially or handling as merchants, each commodity<br>subject thereto, or any byproduct thereof.d.A commodity contract under which the offeree or the purchaser is a person<br>referred to in section 51-23-04, an insurance company, or an investment<br>company as defined in the Investment Company Act of 1940.2.The commissioner may issue rules or orders prescribing the terms and conditions of<br>all transactions and contracts covered by the provisions of this chapter which are not<br>within the exclusive jurisdiction of the commodity futures trading commission as<br>granted by the Commodity Exchange Act, exempting any person or transaction from<br>any provision of this chapter conditionally or unconditionally and otherwise<br>implementing the provisions of this chapter for the protection of purchasers and<br>sellers of commodities.51-23-06. Unlawful commodity activities.1.No person may engage in a trade or business or otherwise act as a commodity<br>merchant unless such person:a.Is registered or temporarily licensed with the commodity futures trading<br>commission for each activity constituting such person as a commodity<br>merchant and such registration or temporary license shall not have expired, nor<br>been suspended nor revoked; orb.Is exempt from such registration by virtue of the Commodity Exchange Act or of<br>a CFTC rule.2.No board of trade may trade, or provide a place for the trading of, any commodity<br>contract or commodity option required to be traded on or subject to the rules of a<br>contract market designated by the commodity futures trading commission unless<br>such board of trade has been so designated for such commodity contract or<br>commodity option and such designation has not been vacated, suspended, or<br>revoked.51-23-07. Fraudulent conduct. No person may, directly or indirectly:1.Cheat or defraud, or attempt to cheat or defraud, any other person or employ any<br>device, scheme, or artifice to defraud any other person;2.Make any false report, enter any false record, or make any untrue statement of a<br>material fact or omit to state a material fact necessary in order to make the<br>statements made, in the light of the circumstances under which they were made, not<br>misleading;3.Engage in any transaction, act, practice, or course of business, including, without<br>limitation, any form of advertising or solicitation, which operates or would operate as<br>a fraud or deceit upon any person; or4.Misappropriate or convert the funds, security, or property of any other person;in or in connection with the purchase or sale of, the offer to sell, the offer to purchase, the offer to<br>enter into, or the entry into of, any commodity contract or commodity option subject to the<br>provisions of section 51-23-03 or 51-23-04, or subdivision b or d of subsection 1 of section<br>51-23-05. No action may be brought under this section by the commissioner after six years from<br>the date of the alleged violation.51-23-08. Liability of principals, controlling persons, and others.Page No. 41.The act, omission, or failure of any official, agent, or other person acting for any<br>individual, association, partnership, corporation, limited liability company, or trust<br>within the scope of the person's employment or office must be deemed the act,<br>omission, or failure of such individual, association, partnership, corporation, limited<br>liability company, or trust, as well as of such official, agent, or other person.2.Every person who directly or indirectly controls another person liable under any<br>provision of this chapter, every partner, officer, or director of such other person,<br>every person occupying a similar status or performing similar functions, and every<br>employee of such other person who materially aids in the violation is also liable<br>jointly and severally with and to the same extent as such other person, unless the<br>person who is also liable by virtue of this provision sustains the burden of proof that<br>the person did not know, and in the exercise of reasonable care could not have<br>known, of the existence of the facts by reason of which the liability is alleged to exist.51-23-09. Securities laws unaffected. Nothing in this chapter impairs, derogates, orotherwise affects the authority or powers of the commissioner under the Securities Act of 1951 or<br>the application of any provision thereof to any person or transaction subject thereto.51-23-10. Purpose. This chapter may be construed and implemented to effectuate itsgeneral purpose to protect investors, to prevent and prosecute illegal and fraudulent schemes<br>involving commodity contracts, and to maximize coordination with federal and other states' law<br>and the administration and enforcement thereof. This chapter is not intended to create any rights<br>or remedies upon which actions may be brought by private persons against persons who violate<br>the provisions of this chapter.51-23-11. Investigations.1.The commissioner may make investigations, within or without this state, as the<br>commissioner finds necessary or appropriate to:a.Determine whether any person has violated, or is about to violate, any provision<br>of this chapter or any rule or order of the commissioner.b.Aid in enforcement of this chapter.2.The commissioner may publish information concerning any violation of this chapter<br>or any rule or order of the commissioner.3.For purposes of any investigation or proceeding under this chapter, the<br>commissioner or any officer or employee designated by rule or order, may<br>administer oaths and affirmations, subpoena witnesses, compel their attendance,<br>take evidence, and require the production of any books, papers, correspondence,<br>memoranda, agreements, or other documents or records which the commissioner<br>finds to be relevant or material to the inquiry.4.a.If a person does not give testimony or produce the documents required by the<br>commissioner or a designated employee pursuant to an administrative<br>subpoena, the commissioner or designated employee may apply for a court<br>order compelling compliance with the subpoena or the giving of the required<br>testimony.b.The request for order of compliance may be addressed to either:(1)The district court of Burleigh County, North Dakota, or the district court of<br>any county in this state, where service may be obtained on the person<br>refusing to testify or produce, if the person is within this state; orPage No. 5(2)The appropriate court of the state having jurisdiction over the person<br>refusing to testify or produce, if the person is outside this state.51-23-12. Enforcement of chapter.1.If the commissioner believes, whether or not based upon an investigation conducted<br>under section 51-23-11, that any person has engaged or is about to engage in any<br>act or practice constituting a violation of any provision of this chapter or any rule or<br>order hereunder, the commissioner may:a.Issue a cease and desist order;b.Issue an order imposing a civil penalty in an amount which may not exceed ten<br>thousand dollars for any single violation or one hundred thousand dollars for<br>multiple violations in a single proceeding or a series of related proceedings; andc.Initiate any of the actions specified in subsection 2.2.The commissioner may institute any of the following actions in the appropriate courts<br>of this state, or in the appropriate courts of another state, in addition to any legal or<br>equitable remedies otherwise available:a.A declaratory judgment;b.An action for a prohibitory or mandatory injunction to enjoin the violation and to<br>ensure compliance with this chapter or any rule or order of the commissioner;c.An action for disgorgement; andd.An action for appointment of a receiver or conservator for the defendant or the<br>defendant's assets.51-23-13. Power of court to grant relief.1.a.Upon a proper showing by the commissioner that a person has violated, or is<br>about to violate, any provision of this chapter or any rule or order of the<br>commissioner, the district court of Burleigh County, North Dakota, may grant<br>appropriate legal or equitable remedies.b.Upon showing of violation of this chapter or a rule or order of the commissioner,<br>the court, in addition to traditional legal and equitable remedies, including<br>temporary restraining orders, permanent or temporary prohibitory or mandatory<br>injunctions, and writs of prohibition or mandamus, may grant the following<br>special remedies:(1)Imposition of a civil penalty in an amount that may not exceed ten<br>thousand dollars for any single violation or one hundred thousand dollars<br>for multiple violations in a single proceeding or a series of related<br>proceedings;(2)Disgorgement;(3)Declaratory judgment;(4)Restitution to investors wishing restitution; and(5)Appointment of a receiver or conservator for the defendant or the<br>defendant's assets.Page No. 6c.Appropriate remedies when the defendant is shown only about to violate this<br>chapter or a rule or order of the commissioner must be limited to:(1)A temporary restraining order;(2)A temporary or permanent injunction;(3)A writ of prohibition or mandamus; and(4)An order appointing a receiver or conservator for the defendant or the<br>defendant's assets.2.The court may not require the commissioner to post a bond in any official action<br>under this chapter.3.a.Upon a proper showing by the commissioner or securities or commodity<br>agency of another state that a person other than a government or governmental<br>agency or instrumentality has violated, or is about to violate, any provision of<br>the commodity code of that state or any rule or order of the administrator or<br>securities or commodity agency of that state, the district court of Burleigh<br>County, North Dakota, may grant appropriate legal and equitable remedies.b.Upon showing of a violation of the securities or commodity act of the foreign<br>state or a rule or order of the administrator or securities or commodity agency<br>of the foreign state, the court, in addition to traditional legal or equitable<br>remedies including temporary restraining orders, permanent or temporary<br>prohibitory or mandatory injunctions, and writs of prohibition or mandamus,<br>may grant the following special remedies:(1)Disgorgement; and(2)Appointment of a receiver, conservator, or ancillary receiver or<br>conservator for the defendant or the defendant's assets located in this<br>state.c.Appropriate remedies when the defendant is shown only about to violate the<br>securities or commodity act of the foreign state or a rule or order of the<br>administrator or securities or commodity agency of the foreign state must be<br>limited to:(1)A temporary restraining order;(2)A temporary or permanent injunction;(3)A writ of prohibition or mandamus; and(4)An order appointing a receiver, conservator, or ancillary receiver or<br>conservator for the defendant or the defendant's assets located in this<br>state.51-23-14. Criminal penalties.1.Any person who willfully violates any provision of this chapter, or any rule or order of<br>the commissioner under this chapter, is guilty of a class B felony.2.Any person convicted of violating a rule or order under this chapter may be fined, but<br>may not be imprisoned, if the person proves the person had no knowledge of the<br>rule or order.Page No. 751-23-15. Administration of chapter.1.This chapter must be administered by the securities commissioner.2.Neither the commissioner nor any employees of the commissioner may use any<br>information which is filed with or obtained by the commissioner which is not public<br>information for personal gain or benefit, nor may the commissioner nor any<br>employees of the commissioner conduct any securities or commodity dealings<br>whatsoever based upon any such information, even though public, if there has not<br>been a sufficient period of time for the securities or commodity markets to assimilate<br>such information.3.a.Except as provided in subdivision b, all information collected, assembled, or<br>maintained by the commissioner is public information and is available for the<br>examination of the public.b.The commissioner may keep confidential information obtained in private<br>investigations pursuant to this chapter and information obtained from federal<br>agencies which may not be disclosed under federal law.c.No provision of this chapter either creates or derogates any privilege which<br>exists at common law, by statute, or otherwise when any documentary or other<br>evidence is sought under subpoena directed to the commissioner or any<br>employee of the commissioner.51-23-16. Cooperation with other agencies.1.To encourage uniform application and interpretation of this chapter and securities<br>regulation and enforcement in general, the commissioner and the employees of the<br>commissioner may cooperate, including bearing the expense of the cooperation,<br>with the securities agencies or administrator of another jurisdiction, Canadian<br>province or territory or such other agencies administering this chapter, the<br>commodity futures trading commission, the securities and exchange commission,<br>any self-regulatory organization established under the Commodity Exchange Act or<br>the Securities Exchange Act of 1934, any national or international organization of<br>commodities or securities officials or agencies, and any governmental law<br>enforcement agency.2.The cooperation authorized by subsection 1 includes, but need not be limited to, the<br>following:a.Making joint examinations or investigations;b.Holding joint administrative hearings;c.Filing and prosecuting joint litigation;d.Sharing and exchanging personnel;e.Sharing and exchanging information and documents;f.Formulating and adopting mutual regulations, statements of policy, guidelines,<br>proposed statutory changes, and releases; andg.Issuing and enforcing subpoenas at the request of the agency administering<br>this chapter in another jurisdiction, the securities agency of another jurisdiction,<br>the commodity futures trading commission, or the securities and exchange<br>commission if the information sought would also be subject to lawful subpoena<br>for conduct occurring in this state.Page No. 851-23-17. General authority to adopt rules, forms, and orders.1.In addition to specific authority granted elsewhere in this chapter, the commissioner<br>may make, amend, and rescind rules and orders as are necessary to carry out the<br>provisions of this chapter.2.No provision of this chapter imposing any liability applies to any act done or omitted<br>in good faith in conformity with a rule, order, or form adopted by the commissioner,<br>notwithstanding that the rule, order, or form may later be amended, or rescinded, or<br>be determined by judicial or other authority to be invalid for any reason.51-23-18. Consent to service of process. When a person, including a nonresident ofthis state, engages in conduct prohibited or made actionable by this chapter or any rule or order<br>of the commissioner, the engaging in the conduct constitutes the appointment of the<br>commissioner as the person's attorney to receive service of any lawful process in a noncriminal<br>proceeding against the person, a successor, or personal representative, which grows out of that<br>conduct and which is brought under this chapter or any rule or order of the commissioner with the<br>same force and validity as if served personally.51-23-19. Scope of this chapter.1.Sections 51-23-03, 51-23-06, and 51-23-07 apply to persons who sell or offer to sell<br>when an offer to sell is made in this state or an offer to buy is made and accepted in<br>this state.2.Sections 51-23-03, 51-23-06, and 51-23-07 apply to persons who buy or offer to buy<br>when an offer to buy is made in this state or an offer to sell is made and accepted in<br>this state.3.For the purpose of this section, an offer to sell or to buy is made in this state,<br>whether or not either party is then present in this state, when the offer originates<br>from this state, or is directed by the offeror to this state and received at the place to<br>which it is directed or at any post office in this state in the case of a mailed offer.4.For the purpose of this section, an offer to buy or to sell is accepted in this state<br>when acceptance is communicated to the offeror in this state, and has not previously<br>been communicated to the offeror, orally or in writing, outside this state; and<br>acceptance is communicated to the offeror in this state, whether or not either party is<br>then present in this state, when the offeree directs it to the offeror in this state,<br>reasonably believing the offeror to be in this state, and it is received at the place to<br>which it is directed, or at any post office in this state in the case of a mailed<br>acceptance.5.An offer to sell or to buy is not made in this state when:a.The publisher circulates or there is circulated on the publisher's behalf in this<br>state any bona fide newspaper or other publication of general, regular, and paid<br>circulation which is not published in this state or which is published in this state<br>but has had more than two-thirds of its circulation outside this state during the<br>past twelve months; orb.A radio or television program originating outside this state is received in this<br>state.51-23-20. Procedure for entry of an order.1.The commissioner shall commence an administrative proceeding under this chapter<br>by entering either a notice of intent to do a contemplated act or a summary order.<br>The notice of intent or summary order may be entered without notice, withoutPage No. 9opportunity for hearing, and need not be supported by findings of fact or conclusions<br>of law, but must be in writing.2.Upon entry of a notice of intent or summary order, the commissioner shall promptly<br>notify all interested parties that the notice or summary order has been entered and<br>the reasons therefor.If the proceeding is pursuant to a notice of intent, thecommissioner shall inform all interested parties of the date, time, and place set for<br>the hearing on the notice. If the proceeding is pursuant to a summary order, the<br>commissioner shall inform all interested parties that they have thirty business days<br>from the entry of the order to file a written request for a hearing on the matter with<br>the commissioner and that the hearing will be scheduled to commence within thirty<br>business days after the receipt of the written request.3.If the proceeding is pursuant to a summary order, the commissioner, whether or not<br>a written request for a hearing is received from any interested party, may set the<br>matter down for hearing on the commissioner's own motion.4.If no hearing is requested and none is ordered by the commissioner, the summary<br>order will automatically become a final order after thirty business days.5.If a hearing is requested or ordered, the commissioner, after extending notice of an<br>opportunity for hearing to all interested persons, may modify or vacate the order or<br>extend it until final determination.6.No final order or order after hearing may be returned without:a.Appropriate notice to all interested persons;b.Opportunity for hearing by all interested persons; andc.Entry of written findings of fact and conclusions of law.7.If a hearing is requested or ordered under this section, it must be conducted in<br>accordance with chapter 28-32.8.No action may be brought under this chapter after five years from the date that the<br>commissioner knew or reasonably should have known about the facts that are the<br>basis for the alleged violation. This subsection does not apply to any action under<br>section 51-23-07.Every hearing in an administrative proceeding under this chapter must be public unless the<br>commissioner grants a request joined in by all the respondents that the hearing be conducted<br>privately.51-23-21. Pleading exemptions. It is not necessary to negative any of the exemptionsof this chapter in any complaint, information, or indictment, or any writ or proceeding brought<br>under this chapter and the burden of proof of any such exemption is upon the party claiming the<br>same.51-23-22. Affirmative defense. It is a defense in any complaint, information, indictment,or any writ or proceeding brought under this chapter alleging a violation of section 51-23-03<br>based solely on the failure in an individual case to make physical delivery within the applicable<br>time period under subsection 5 of section 51-23-02 or subdivision b of subsection 1 of section<br>51-23-05 if:1.Failure to make physical delivery was due solely to factors beyond the control of the<br>seller, the seller's officers, directors, partners, agents, servants, or employees, every<br>person occupying a similar status or performing similar functions, every person whoPage No. 10directly or indirectly controls or is controlled by the seller, or any of them, the seller's<br>affiliates, subsidiaries, or successors; and2.Physical delivery was completed within a reasonable time under the applicable<br>circumstances.51-23-23. Remedies. Every sale or contract for sale made in violation of this chapter, orof any rule or order issued by the commissioner under this chapter, is voidable at the election of<br>the purchaser.The person making a sale or contract for sale, and every director, officer,salesperson, or agent of or for the person who participated or aided in any way in making the<br>sale is jointly and severally liable to the purchaser. The purchaser may sue either to recover the<br>full amount paid by the purchaser and any court costs, interest at a rate consistent with section<br>47-14-05, and reasonable attorney's fees, less the amount of any income received on the<br>commodities upon tender to the seller of the commodities sold or of the contracts made. If the<br>person no longer owns the commodities, the person may sue for damages that would be<br>recoverable upon a tender, less the value of the commodities when the purchaser disposed of<br>the commodities and interest from the date of disposition. However:1.No action may be brought under this section for the recovery of the purchase price<br>after five years from the date of the sale or contract for sale.2.No purchaser may claim or have the benefit of this section if the purchaser refused<br>or failed to accept, within thirty days from the date of the offer, an offer in writing of<br>the seller to take back the commodity contract in question and to refund the full<br>amount paid by the purchaser, together with interest on the amount for the period<br>from the date of payment by the purchaser to the date of repayment.3.This chapter does not limit any statutory or common-law right of any person in any<br>court for any act involved in the sale of commodities.Page No. 11Document Outlinechapter 51-23 commodities transactions

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CHAPTER 51-23COMMODITIES TRANSACTIONS51-23-01. Title. This chapter must be known as the Commodities Act of 1989.51-23-02. Definitions. When used in this chapter, unless the context or subject matterotherwise requires:1.&quot;Board of trade&quot; means any person or group of persons engaged in buying or selling<br>any commodity or receiving any commodity for sale on consignment, whether the<br>person or group of persons is characterized as a board of trade, exchange, or other<br>form of marketplace.2.&quot;CFTC rule&quot; means any rule, regulation, or order of the commodity futures trading<br>commission in effect on April 7, 1989.3.&quot;Commissioner&quot; means the securities commissioner of this state.4.&quot;Commodity&quot; means, except as otherwise specified by the commissioner by rule or<br>order, any agricultural, grain, or livestock product or byproduct; any metal or mineral,<br>including a precious metal; any gem or gemstone, whether characterized as<br>precious, semiprecious, or otherwise; any fuel whether liquid, gaseous, or otherwise;<br>any foreign currency; and all other goods, articles, products, or items of any kind.<br>The term commodity does not include:a.A numismatic coin with a fair market value at least fifteen percent higher than<br>the value of the metal it contains;b.Real property or any timber, agricultural, or livestock product grown or raised<br>on real property and offered or sold by the owner or lessee of the real property;<br>orc.Any work of art offered or sold by art dealers, at public auction or offered or sold<br>through a private sale by the owner.5.&quot;Commodity contract&quot; means any account, agreement, or contract for the purchase<br>or sale, primarily for speculation or investment purposes and not for use or<br>consumption by the offeree or purchaser, of one or more commodities, whether for<br>immediate or subsequent delivery or whether delivery is intended by the parties, and<br>whether characterized as a cash contract, deferred shipment or deferred delivery<br>contract, forward contract, futures contract, installment or margin contract, leverage<br>contract, or otherwise. Any commodity contract offered or sold must, in the absence<br>of evidence to the contrary, be presumed to be offered or sold for speculation or<br>investment purposes.A commodity contract may not include any contract oragreement which requires, and under which the purchaser receives within<br>twenty-eight calendar days from the payment in good funds of any portion of the<br>purchase price, physical delivery of the total amount of each commodity to be<br>purchased under the contract or agreement.6.&quot;Commodity Exchange Act&quot; means the act of Congress known as the Commodity<br>Exchange Act, as amended to April 7, 1989.7.&quot;Commodity futures trading commission&quot; means the independent regulatory agency<br>established by Congress to administer the Commodity Exchange Act.8.&quot;Commodity merchant&quot; means any of the following, as defined or described in the<br>Commodity Exchange Act or by CFTC rule:Page No. 1a.Futures commission merchant.b.Commodity pool operator.c.Commodity trading advisor.d.Introducing broker.e.Leverage transaction merchant.f.An associated person of any of the foregoing.g.Floor broker.h.Any other person other than a futures association required to register with the<br>commodity futures trading commission.9.&quot;Commodity option&quot; means any account, agreement, or contract giving a party<br>thereto the right but not the obligation to purchase or sell one or more commodities<br>or one or more commodity contracts, whether characterized as an option, privilege,<br>indemnity, bid, offer, put, call, advance guaranty, decline guaranty or otherwise, but<br>does not include an option traded on a national securities exchange registered with<br>the United States securities and exchange commission.10.&quot;Financial institution&quot; means a bank, savings institution, or trust company organized<br>under, or supervised under, the laws of the United States or of any state.11.&quot;Offer&quot; includes every offer to sell, offer to purchase, or offer to enter into a<br>commodity contract or commodity option.12.&quot;Person&quot; means an individual, a corporation, a limited liability company, a<br>partnership, an association, a joint-stock company, a trust in which the interests of<br>the beneficiaries are evidenced by a security, an unincorporated organization, a<br>government, or a political subdivision of a government, but does not include a<br>contract market designated by the commodity futures trading commission or any<br>clearinghouse thereof or a national securities exchange registered with the securities<br>and exchange commission or any employee, officer, or director of such contract<br>market, clearinghouse, or exchange acting solely in that capacity.13.&quot;Precious metal&quot; means the following in either coin, bullion, or other form: silver,<br>gold, platinum, palladium, copper, and such other items as the commissioner may<br>specify by rule or order.14.&quot;Sale&quot; or &quot;sell&quot; includes every sale, contract of sale, contract to sell, or disposition,<br>for value.51-23-03. Unlawful commodity transactions. Except as otherwise provided in section51-23-04 or 51-23-05, no person may sell or purchase or offer to sell or purchase any commodity<br>under any commodity contract or under any commodity option or offer to enter into or enter into<br>as seller or purchaser any commodity contract or any commodity option.51-23-04. Exempt person transactions. The prohibitions in section 51-23-03 do notapply to any transaction offered by and in which any of the following persons or any employee,<br>officer, or director thereof acting solely in that capacity is the purchaser or seller:1.A person registered with the commodity futures trading commission as a futures<br>commission merchant or as a leverage transaction merchant whose activities<br>require such registration.Page No. 22.A person registered with the securities and exchange commission as a broker-dealer<br>whose activities require such registration.3.A person affiliated with, and whose obligations and liabilities under the transaction<br>are guaranteed by, a person referred to in subsection 1 or 2.4.A person who is a member of a contract market designated by the commodity<br>futures trading commission or any clearinghouse thereof.5.A financial institution.6.A person registered under the laws of this state as a securities dealer whose<br>activities require such registration.7.A public warehouseman as defined in section 60-02-01.The exemption provided by this section does not apply to any transaction or activity which is<br>prohibited by the Commodity Exchange Act or CFTC rule.51-23-05. Exempt transactions.1.The prohibitions in section 51-23-03 do not apply to the following:a.An account, agreement, or transaction within the exclusive jurisdiction of the<br>commodity futures trading commission as granted under the Commodity<br>Exchange Act.b.A commodity contract for the purchase of one or more precious metals which<br>requires, and under which the purchaser receives, within twenty-eight calendar<br>days from the payment in good funds of any portion of the purchase price,<br>physical delivery of the quantity of the precious metals purchased by such<br>payment, provided that, for purposes of this subdivision, physical delivery must<br>be deemed to have occurred if, within such twenty-eight-day period, such<br>quantity of precious metals purchased by such payment is delivered, whether in<br>specifically segregated or fungible bulk form, into the possession of a<br>depository, other than the seller, which is either:(1)A financial institution;(2)A depository the warehouse receipts of which are recognized for delivery<br>purposes for any commodity on a contract market designated by the<br>commodity futures trading commission;(3)A storage facility licensed or regulated by the United States or any<br>agency thereof; or(4)A depository designated by the commissioner;and such depository, or other person which itself qualifies as a depository as<br>aforesaid, issues and the purchaser receives, a certificate, document of title,<br>confirmation, or other instrument evidencing that such quantity of precious<br>metals has been delivered to the depository and is being and will continue to be<br>held by the depository on the purchaser's behalf, free and clear of all liens and<br>encumbrances, other than liens of the purchaser, tax liens, liens agreed to by<br>the purchaser, or liens of the depository for fees and expenses, which have<br>previously been disclosed to the purchaser.Page No. 3c.A commodity contract solely between persons engaged in producing,<br>processing, using commercially or handling as merchants, each commodity<br>subject thereto, or any byproduct thereof.d.A commodity contract under which the offeree or the purchaser is a person<br>referred to in section 51-23-04, an insurance company, or an investment<br>company as defined in the Investment Company Act of 1940.2.The commissioner may issue rules or orders prescribing the terms and conditions of<br>all transactions and contracts covered by the provisions of this chapter which are not<br>within the exclusive jurisdiction of the commodity futures trading commission as<br>granted by the Commodity Exchange Act, exempting any person or transaction from<br>any provision of this chapter conditionally or unconditionally and otherwise<br>implementing the provisions of this chapter for the protection of purchasers and<br>sellers of commodities.51-23-06. Unlawful commodity activities.1.No person may engage in a trade or business or otherwise act as a commodity<br>merchant unless such person:a.Is registered or temporarily licensed with the commodity futures trading<br>commission for each activity constituting such person as a commodity<br>merchant and such registration or temporary license shall not have expired, nor<br>been suspended nor revoked; orb.Is exempt from such registration by virtue of the Commodity Exchange Act or of<br>a CFTC rule.2.No board of trade may trade, or provide a place for the trading of, any commodity<br>contract or commodity option required to be traded on or subject to the rules of a<br>contract market designated by the commodity futures trading commission unless<br>such board of trade has been so designated for such commodity contract or<br>commodity option and such designation has not been vacated, suspended, or<br>revoked.51-23-07. Fraudulent conduct. No person may, directly or indirectly:1.Cheat or defraud, or attempt to cheat or defraud, any other person or employ any<br>device, scheme, or artifice to defraud any other person;2.Make any false report, enter any false record, or make any untrue statement of a<br>material fact or omit to state a material fact necessary in order to make the<br>statements made, in the light of the circumstances under which they were made, not<br>misleading;3.Engage in any transaction, act, practice, or course of business, including, without<br>limitation, any form of advertising or solicitation, which operates or would operate as<br>a fraud or deceit upon any person; or4.Misappropriate or convert the funds, security, or property of any other person;in or in connection with the purchase or sale of, the offer to sell, the offer to purchase, the offer to<br>enter into, or the entry into of, any commodity contract or commodity option subject to the<br>provisions of section 51-23-03 or 51-23-04, or subdivision b or d of subsection 1 of section<br>51-23-05. No action may be brought under this section by the commissioner after six years from<br>the date of the alleged violation.51-23-08. Liability of principals, controlling persons, and others.Page No. 41.The act, omission, or failure of any official, agent, or other person acting for any<br>individual, association, partnership, corporation, limited liability company, or trust<br>within the scope of the person's employment or office must be deemed the act,<br>omission, or failure of such individual, association, partnership, corporation, limited<br>liability company, or trust, as well as of such official, agent, or other person.2.Every person who directly or indirectly controls another person liable under any<br>provision of this chapter, every partner, officer, or director of such other person,<br>every person occupying a similar status or performing similar functions, and every<br>employee of such other person who materially aids in the violation is also liable<br>jointly and severally with and to the same extent as such other person, unless the<br>person who is also liable by virtue of this provision sustains the burden of proof that<br>the person did not know, and in the exercise of reasonable care could not have<br>known, of the existence of the facts by reason of which the liability is alleged to exist.51-23-09. Securities laws unaffected. Nothing in this chapter impairs, derogates, orotherwise affects the authority or powers of the commissioner under the Securities Act of 1951 or<br>the application of any provision thereof to any person or transaction subject thereto.51-23-10. Purpose. This chapter may be construed and implemented to effectuate itsgeneral purpose to protect investors, to prevent and prosecute illegal and fraudulent schemes<br>involving commodity contracts, and to maximize coordination with federal and other states' law<br>and the administration and enforcement thereof. This chapter is not intended to create any rights<br>or remedies upon which actions may be brought by private persons against persons who violate<br>the provisions of this chapter.51-23-11. Investigations.1.The commissioner may make investigations, within or without this state, as the<br>commissioner finds necessary or appropriate to:a.Determine whether any person has violated, or is about to violate, any provision<br>of this chapter or any rule or order of the commissioner.b.Aid in enforcement of this chapter.2.The commissioner may publish information concerning any violation of this chapter<br>or any rule or order of the commissioner.3.For purposes of any investigation or proceeding under this chapter, the<br>commissioner or any officer or employee designated by rule or order, may<br>administer oaths and affirmations, subpoena witnesses, compel their attendance,<br>take evidence, and require the production of any books, papers, correspondence,<br>memoranda, agreements, or other documents or records which the commissioner<br>finds to be relevant or material to the inquiry.4.a.If a person does not give testimony or produce the documents required by the<br>commissioner or a designated employee pursuant to an administrative<br>subpoena, the commissioner or designated employee may apply for a court<br>order compelling compliance with the subpoena or the giving of the required<br>testimony.b.The request for order of compliance may be addressed to either:(1)The district court of Burleigh County, North Dakota, or the district court of<br>any county in this state, where service may be obtained on the person<br>refusing to testify or produce, if the person is within this state; orPage No. 5(2)The appropriate court of the state having jurisdiction over the person<br>refusing to testify or produce, if the person is outside this state.51-23-12. Enforcement of chapter.1.If the commissioner believes, whether or not based upon an investigation conducted<br>under section 51-23-11, that any person has engaged or is about to engage in any<br>act or practice constituting a violation of any provision of this chapter or any rule or<br>order hereunder, the commissioner may:a.Issue a cease and desist order;b.Issue an order imposing a civil penalty in an amount which may not exceed ten<br>thousand dollars for any single violation or one hundred thousand dollars for<br>multiple violations in a single proceeding or a series of related proceedings; andc.Initiate any of the actions specified in subsection 2.2.The commissioner may institute any of the following actions in the appropriate courts<br>of this state, or in the appropriate courts of another state, in addition to any legal or<br>equitable remedies otherwise available:a.A declaratory judgment;b.An action for a prohibitory or mandatory injunction to enjoin the violation and to<br>ensure compliance with this chapter or any rule or order of the commissioner;c.An action for disgorgement; andd.An action for appointment of a receiver or conservator for the defendant or the<br>defendant's assets.51-23-13. Power of court to grant relief.1.a.Upon a proper showing by the commissioner that a person has violated, or is<br>about to violate, any provision of this chapter or any rule or order of the<br>commissioner, the district court of Burleigh County, North Dakota, may grant<br>appropriate legal or equitable remedies.b.Upon showing of violation of this chapter or a rule or order of the commissioner,<br>the court, in addition to traditional legal and equitable remedies, including<br>temporary restraining orders, permanent or temporary prohibitory or mandatory<br>injunctions, and writs of prohibition or mandamus, may grant the following<br>special remedies:(1)Imposition of a civil penalty in an amount that may not exceed ten<br>thousand dollars for any single violation or one hundred thousand dollars<br>for multiple violations in a single proceeding or a series of related<br>proceedings;(2)Disgorgement;(3)Declaratory judgment;(4)Restitution to investors wishing restitution; and(5)Appointment of a receiver or conservator for the defendant or the<br>defendant's assets.Page No. 6c.Appropriate remedies when the defendant is shown only about to violate this<br>chapter or a rule or order of the commissioner must be limited to:(1)A temporary restraining order;(2)A temporary or permanent injunction;(3)A writ of prohibition or mandamus; and(4)An order appointing a receiver or conservator for the defendant or the<br>defendant's assets.2.The court may not require the commissioner to post a bond in any official action<br>under this chapter.3.a.Upon a proper showing by the commissioner or securities or commodity<br>agency of another state that a person other than a government or governmental<br>agency or instrumentality has violated, or is about to violate, any provision of<br>the commodity code of that state or any rule or order of the administrator or<br>securities or commodity agency of that state, the district court of Burleigh<br>County, North Dakota, may grant appropriate legal and equitable remedies.b.Upon showing of a violation of the securities or commodity act of the foreign<br>state or a rule or order of the administrator or securities or commodity agency<br>of the foreign state, the court, in addition to traditional legal or equitable<br>remedies including temporary restraining orders, permanent or temporary<br>prohibitory or mandatory injunctions, and writs of prohibition or mandamus,<br>may grant the following special remedies:(1)Disgorgement; and(2)Appointment of a receiver, conservator, or ancillary receiver or<br>conservator for the defendant or the defendant's assets located in this<br>state.c.Appropriate remedies when the defendant is shown only about to violate the<br>securities or commodity act of the foreign state or a rule or order of the<br>administrator or securities or commodity agency of the foreign state must be<br>limited to:(1)A temporary restraining order;(2)A temporary or permanent injunction;(3)A writ of prohibition or mandamus; and(4)An order appointing a receiver, conservator, or ancillary receiver or<br>conservator for the defendant or the defendant's assets located in this<br>state.51-23-14. Criminal penalties.1.Any person who willfully violates any provision of this chapter, or any rule or order of<br>the commissioner under this chapter, is guilty of a class B felony.2.Any person convicted of violating a rule or order under this chapter may be fined, but<br>may not be imprisoned, if the person proves the person had no knowledge of the<br>rule or order.Page No. 751-23-15. Administration of chapter.1.This chapter must be administered by the securities commissioner.2.Neither the commissioner nor any employees of the commissioner may use any<br>information which is filed with or obtained by the commissioner which is not public<br>information for personal gain or benefit, nor may the commissioner nor any<br>employees of the commissioner conduct any securities or commodity dealings<br>whatsoever based upon any such information, even though public, if there has not<br>been a sufficient period of time for the securities or commodity markets to assimilate<br>such information.3.a.Except as provided in subdivision b, all information collected, assembled, or<br>maintained by the commissioner is public information and is available for the<br>examination of the public.b.The commissioner may keep confidential information obtained in private<br>investigations pursuant to this chapter and information obtained from federal<br>agencies which may not be disclosed under federal law.c.No provision of this chapter either creates or derogates any privilege which<br>exists at common law, by statute, or otherwise when any documentary or other<br>evidence is sought under subpoena directed to the commissioner or any<br>employee of the commissioner.51-23-16. Cooperation with other agencies.1.To encourage uniform application and interpretation of this chapter and securities<br>regulation and enforcement in general, the commissioner and the employees of the<br>commissioner may cooperate, including bearing the expense of the cooperation,<br>with the securities agencies or administrator of another jurisdiction, Canadian<br>province or territory or such other agencies administering this chapter, the<br>commodity futures trading commission, the securities and exchange commission,<br>any self-regulatory organization established under the Commodity Exchange Act or<br>the Securities Exchange Act of 1934, any national or international organization of<br>commodities or securities officials or agencies, and any governmental law<br>enforcement agency.2.The cooperation authorized by subsection 1 includes, but need not be limited to, the<br>following:a.Making joint examinations or investigations;b.Holding joint administrative hearings;c.Filing and prosecuting joint litigation;d.Sharing and exchanging personnel;e.Sharing and exchanging information and documents;f.Formulating and adopting mutual regulations, statements of policy, guidelines,<br>proposed statutory changes, and releases; andg.Issuing and enforcing subpoenas at the request of the agency administering<br>this chapter in another jurisdiction, the securities agency of another jurisdiction,<br>the commodity futures trading commission, or the securities and exchange<br>commission if the information sought would also be subject to lawful subpoena<br>for conduct occurring in this state.Page No. 851-23-17. General authority to adopt rules, forms, and orders.1.In addition to specific authority granted elsewhere in this chapter, the commissioner<br>may make, amend, and rescind rules and orders as are necessary to carry out the<br>provisions of this chapter.2.No provision of this chapter imposing any liability applies to any act done or omitted<br>in good faith in conformity with a rule, order, or form adopted by the commissioner,<br>notwithstanding that the rule, order, or form may later be amended, or rescinded, or<br>be determined by judicial or other authority to be invalid for any reason.51-23-18. Consent to service of process. When a person, including a nonresident ofthis state, engages in conduct prohibited or made actionable by this chapter or any rule or order<br>of the commissioner, the engaging in the conduct constitutes the appointment of the<br>commissioner as the person's attorney to receive service of any lawful process in a noncriminal<br>proceeding against the person, a successor, or personal representative, which grows out of that<br>conduct and which is brought under this chapter or any rule or order of the commissioner with the<br>same force and validity as if served personally.51-23-19. Scope of this chapter.1.Sections 51-23-03, 51-23-06, and 51-23-07 apply to persons who sell or offer to sell<br>when an offer to sell is made in this state or an offer to buy is made and accepted in<br>this state.2.Sections 51-23-03, 51-23-06, and 51-23-07 apply to persons who buy or offer to buy<br>when an offer to buy is made in this state or an offer to sell is made and accepted in<br>this state.3.For the purpose of this section, an offer to sell or to buy is made in this state,<br>whether or not either party is then present in this state, when the offer originates<br>from this state, or is directed by the offeror to this state and received at the place to<br>which it is directed or at any post office in this state in the case of a mailed offer.4.For the purpose of this section, an offer to buy or to sell is accepted in this state<br>when acceptance is communicated to the offeror in this state, and has not previously<br>been communicated to the offeror, orally or in writing, outside this state; and<br>acceptance is communicated to the offeror in this state, whether or not either party is<br>then present in this state, when the offeree directs it to the offeror in this state,<br>reasonably believing the offeror to be in this state, and it is received at the place to<br>which it is directed, or at any post office in this state in the case of a mailed<br>acceptance.5.An offer to sell or to buy is not made in this state when:a.The publisher circulates or there is circulated on the publisher's behalf in this<br>state any bona fide newspaper or other publication of general, regular, and paid<br>circulation which is not published in this state or which is published in this state<br>but has had more than two-thirds of its circulation outside this state during the<br>past twelve months; orb.A radio or television program originating outside this state is received in this<br>state.51-23-20. Procedure for entry of an order.1.The commissioner shall commence an administrative proceeding under this chapter<br>by entering either a notice of intent to do a contemplated act or a summary order.<br>The notice of intent or summary order may be entered without notice, withoutPage No. 9opportunity for hearing, and need not be supported by findings of fact or conclusions<br>of law, but must be in writing.2.Upon entry of a notice of intent or summary order, the commissioner shall promptly<br>notify all interested parties that the notice or summary order has been entered and<br>the reasons therefor.If the proceeding is pursuant to a notice of intent, thecommissioner shall inform all interested parties of the date, time, and place set for<br>the hearing on the notice. If the proceeding is pursuant to a summary order, the<br>commissioner shall inform all interested parties that they have thirty business days<br>from the entry of the order to file a written request for a hearing on the matter with<br>the commissioner and that the hearing will be scheduled to commence within thirty<br>business days after the receipt of the written request.3.If the proceeding is pursuant to a summary order, the commissioner, whether or not<br>a written request for a hearing is received from any interested party, may set the<br>matter down for hearing on the commissioner's own motion.4.If no hearing is requested and none is ordered by the commissioner, the summary<br>order will automatically become a final order after thirty business days.5.If a hearing is requested or ordered, the commissioner, after extending notice of an<br>opportunity for hearing to all interested persons, may modify or vacate the order or<br>extend it until final determination.6.No final order or order after hearing may be returned without:a.Appropriate notice to all interested persons;b.Opportunity for hearing by all interested persons; andc.Entry of written findings of fact and conclusions of law.7.If a hearing is requested or ordered under this section, it must be conducted in<br>accordance with chapter 28-32.8.No action may be brought under this chapter after five years from the date that the<br>commissioner knew or reasonably should have known about the facts that are the<br>basis for the alleged violation. This subsection does not apply to any action under<br>section 51-23-07.Every hearing in an administrative proceeding under this chapter must be public unless the<br>commissioner grants a request joined in by all the respondents that the hearing be conducted<br>privately.51-23-21. Pleading exemptions. It is not necessary to negative any of the exemptionsof this chapter in any complaint, information, or indictment, or any writ or proceeding brought<br>under this chapter and the burden of proof of any such exemption is upon the party claiming the<br>same.51-23-22. Affirmative defense. It is a defense in any complaint, information, indictment,or any writ or proceeding brought under this chapter alleging a violation of section 51-23-03<br>based solely on the failure in an individual case to make physical delivery within the applicable<br>time period under subsection 5 of section 51-23-02 or subdivision b of subsection 1 of section<br>51-23-05 if:1.Failure to make physical delivery was due solely to factors beyond the control of the<br>seller, the seller's officers, directors, partners, agents, servants, or employees, every<br>person occupying a similar status or performing similar functions, every person whoPage No. 10directly or indirectly controls or is controlled by the seller, or any of them, the seller's<br>affiliates, subsidiaries, or successors; and2.Physical delivery was completed within a reasonable time under the applicable<br>circumstances.51-23-23. Remedies. Every sale or contract for sale made in violation of this chapter, orof any rule or order issued by the commissioner under this chapter, is voidable at the election of<br>the purchaser.The person making a sale or contract for sale, and every director, officer,salesperson, or agent of or for the person who participated or aided in any way in making the<br>sale is jointly and severally liable to the purchaser. The purchaser may sue either to recover the<br>full amount paid by the purchaser and any court costs, interest at a rate consistent with section<br>47-14-05, and reasonable attorney's fees, less the amount of any income received on the<br>commodities upon tender to the seller of the commodities sold or of the contracts made. If the<br>person no longer owns the commodities, the person may sue for damages that would be<br>recoverable upon a tender, less the value of the commodities when the purchaser disposed of<br>the commodities and interest from the date of disposition. However:1.No action may be brought under this section for the recovery of the purchase price<br>after five years from the date of the sale or contract for sale.2.No purchaser may claim or have the benefit of this section if the purchaser refused<br>or failed to accept, within thirty days from the date of the offer, an offer in writing of<br>the seller to take back the commodity contract in question and to refund the full<br>amount paid by the purchaser, together with interest on the amount for the period<br>from the date of payment by the purchaser to the date of repayment.3.This chapter does not limit any statutory or common-law right of any person in any<br>court for any act involved in the sale of commodities.Page No. 11Document Outlinechapter 51-23 commodities transactions

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CHAPTER 51-23COMMODITIES TRANSACTIONS51-23-01. Title. This chapter must be known as the Commodities Act of 1989.51-23-02. Definitions. When used in this chapter, unless the context or subject matterotherwise requires:1.&quot;Board of trade&quot; means any person or group of persons engaged in buying or selling<br>any commodity or receiving any commodity for sale on consignment, whether the<br>person or group of persons is characterized as a board of trade, exchange, or other<br>form of marketplace.2.&quot;CFTC rule&quot; means any rule, regulation, or order of the commodity futures trading<br>commission in effect on April 7, 1989.3.&quot;Commissioner&quot; means the securities commissioner of this state.4.&quot;Commodity&quot; means, except as otherwise specified by the commissioner by rule or<br>order, any agricultural, grain, or livestock product or byproduct; any metal or mineral,<br>including a precious metal; any gem or gemstone, whether characterized as<br>precious, semiprecious, or otherwise; any fuel whether liquid, gaseous, or otherwise;<br>any foreign currency; and all other goods, articles, products, or items of any kind.<br>The term commodity does not include:a.A numismatic coin with a fair market value at least fifteen percent higher than<br>the value of the metal it contains;b.Real property or any timber, agricultural, or livestock product grown or raised<br>on real property and offered or sold by the owner or lessee of the real property;<br>orc.Any work of art offered or sold by art dealers, at public auction or offered or sold<br>through a private sale by the owner.5.&quot;Commodity contract&quot; means any account, agreement, or contract for the purchase<br>or sale, primarily for speculation or investment purposes and not for use or<br>consumption by the offeree or purchaser, of one or more commodities, whether for<br>immediate or subsequent delivery or whether delivery is intended by the parties, and<br>whether characterized as a cash contract, deferred shipment or deferred delivery<br>contract, forward contract, futures contract, installment or margin contract, leverage<br>contract, or otherwise. Any commodity contract offered or sold must, in the absence<br>of evidence to the contrary, be presumed to be offered or sold for speculation or<br>investment purposes.A commodity contract may not include any contract oragreement which requires, and under which the purchaser receives within<br>twenty-eight calendar days from the payment in good funds of any portion of the<br>purchase price, physical delivery of the total amount of each commodity to be<br>purchased under the contract or agreement.6.&quot;Commodity Exchange Act&quot; means the act of Congress known as the Commodity<br>Exchange Act, as amended to April 7, 1989.7.&quot;Commodity futures trading commission&quot; means the independent regulatory agency<br>established by Congress to administer the Commodity Exchange Act.8.&quot;Commodity merchant&quot; means any of the following, as defined or described in the<br>Commodity Exchange Act or by CFTC rule:Page No. 1a.Futures commission merchant.b.Commodity pool operator.c.Commodity trading advisor.d.Introducing broker.e.Leverage transaction merchant.f.An associated person of any of the foregoing.g.Floor broker.h.Any other person other than a futures association required to register with the<br>commodity futures trading commission.9.&quot;Commodity option&quot; means any account, agreement, or contract giving a party<br>thereto the right but not the obligation to purchase or sell one or more commodities<br>or one or more commodity contracts, whether characterized as an option, privilege,<br>indemnity, bid, offer, put, call, advance guaranty, decline guaranty or otherwise, but<br>does not include an option traded on a national securities exchange registered with<br>the United States securities and exchange commission.10.&quot;Financial institution&quot; means a bank, savings institution, or trust company organized<br>under, or supervised under, the laws of the United States or of any state.11.&quot;Offer&quot; includes every offer to sell, offer to purchase, or offer to enter into a<br>commodity contract or commodity option.12.&quot;Person&quot; means an individual, a corporation, a limited liability company, a<br>partnership, an association, a joint-stock company, a trust in which the interests of<br>the beneficiaries are evidenced by a security, an unincorporated organization, a<br>government, or a political subdivision of a government, but does not include a<br>contract market designated by the commodity futures trading commission or any<br>clearinghouse thereof or a national securities exchange registered with the securities<br>and exchange commission or any employee, officer, or director of such contract<br>market, clearinghouse, or exchange acting solely in that capacity.13.&quot;Precious metal&quot; means the following in either coin, bullion, or other form: silver,<br>gold, platinum, palladium, copper, and such other items as the commissioner may<br>specify by rule or order.14.&quot;Sale&quot; or &quot;sell&quot; includes every sale, contract of sale, contract to sell, or disposition,<br>for value.51-23-03. Unlawful commodity transactions. Except as otherwise provided in section51-23-04 or 51-23-05, no person may sell or purchase or offer to sell or purchase any commodity<br>under any commodity contract or under any commodity option or offer to enter into or enter into<br>as seller or purchaser any commodity contract or any commodity option.51-23-04. Exempt person transactions. The prohibitions in section 51-23-03 do notapply to any transaction offered by and in which any of the following persons or any employee,<br>officer, or director thereof acting solely in that capacity is the purchaser or seller:1.A person registered with the commodity futures trading commission as a futures<br>commission merchant or as a leverage transaction merchant whose activities<br>require such registration.Page No. 22.A person registered with the securities and exchange commission as a broker-dealer<br>whose activities require such registration.3.A person affiliated with, and whose obligations and liabilities under the transaction<br>are guaranteed by, a person referred to in subsection 1 or 2.4.A person who is a member of a contract market designated by the commodity<br>futures trading commission or any clearinghouse thereof.5.A financial institution.6.A person registered under the laws of this state as a securities dealer whose<br>activities require such registration.7.A public warehouseman as defined in section 60-02-01.The exemption provided by this section does not apply to any transaction or activity which is<br>prohibited by the Commodity Exchange Act or CFTC rule.51-23-05. Exempt transactions.1.The prohibitions in section 51-23-03 do not apply to the following:a.An account, agreement, or transaction within the exclusive jurisdiction of the<br>commodity futures trading commission as granted under the Commodity<br>Exchange Act.b.A commodity contract for the purchase of one or more precious metals which<br>requires, and under which the purchaser receives, within twenty-eight calendar<br>days from the payment in good funds of any portion of the purchase price,<br>physical delivery of the quantity of the precious metals purchased by such<br>payment, provided that, for purposes of this subdivision, physical delivery must<br>be deemed to have occurred if, within such twenty-eight-day period, such<br>quantity of precious metals purchased by such payment is delivered, whether in<br>specifically segregated or fungible bulk form, into the possession of a<br>depository, other than the seller, which is either:(1)A financial institution;(2)A depository the warehouse receipts of which are recognized for delivery<br>purposes for any commodity on a contract market designated by the<br>commodity futures trading commission;(3)A storage facility licensed or regulated by the United States or any<br>agency thereof; or(4)A depository designated by the commissioner;and such depository, or other person which itself qualifies as a depository as<br>aforesaid, issues and the purchaser receives, a certificate, document of title,<br>confirmation, or other instrument evidencing that such quantity of precious<br>metals has been delivered to the depository and is being and will continue to be<br>held by the depository on the purchaser's behalf, free and clear of all liens and<br>encumbrances, other than liens of the purchaser, tax liens, liens agreed to by<br>the purchaser, or liens of the depository for fees and expenses, which have<br>previously been disclosed to the purchaser.Page No. 3c.A commodity contract solely between persons engaged in producing,<br>processing, using commercially or handling as merchants, each commodity<br>subject thereto, or any byproduct thereof.d.A commodity contract under which the offeree or the purchaser is a person<br>referred to in section 51-23-04, an insurance company, or an investment<br>company as defined in the Investment Company Act of 1940.2.The commissioner may issue rules or orders prescribing the terms and conditions of<br>all transactions and contracts covered by the provisions of this chapter which are not<br>within the exclusive jurisdiction of the commodity futures trading commission as<br>granted by the Commodity Exchange Act, exempting any person or transaction from<br>any provision of this chapter conditionally or unconditionally and otherwise<br>implementing the provisions of this chapter for the protection of purchasers and<br>sellers of commodities.51-23-06. Unlawful commodity activities.1.No person may engage in a trade or business or otherwise act as a commodity<br>merchant unless such person:a.Is registered or temporarily licensed with the commodity futures trading<br>commission for each activity constituting such person as a commodity<br>merchant and such registration or temporary license shall not have expired, nor<br>been suspended nor revoked; orb.Is exempt from such registration by virtue of the Commodity Exchange Act or of<br>a CFTC rule.2.No board of trade may trade, or provide a place for the trading of, any commodity<br>contract or commodity option required to be traded on or subject to the rules of a<br>contract market designated by the commodity futures trading commission unless<br>such board of trade has been so designated for such commodity contract or<br>commodity option and such designation has not been vacated, suspended, or<br>revoked.51-23-07. Fraudulent conduct. No person may, directly or indirectly:1.Cheat or defraud, or attempt to cheat or defraud, any other person or employ any<br>device, scheme, or artifice to defraud any other person;2.Make any false report, enter any false record, or make any untrue statement of a<br>material fact or omit to state a material fact necessary in order to make the<br>statements made, in the light of the circumstances under which they were made, not<br>misleading;3.Engage in any transaction, act, practice, or course of business, including, without<br>limitation, any form of advertising or solicitation, which operates or would operate as<br>a fraud or deceit upon any person; or4.Misappropriate or convert the funds, security, or property of any other person;in or in connection with the purchase or sale of, the offer to sell, the offer to purchase, the offer to<br>enter into, or the entry into of, any commodity contract or commodity option subject to the<br>provisions of section 51-23-03 or 51-23-04, or subdivision b or d of subsection 1 of section<br>51-23-05. No action may be brought under this section by the commissioner after six years from<br>the date of the alleged violation.51-23-08. Liability of principals, controlling persons, and others.Page No. 41.The act, omission, or failure of any official, agent, or other person acting for any<br>individual, association, partnership, corporation, limited liability company, or trust<br>within the scope of the person's employment or office must be deemed the act,<br>omission, or failure of such individual, association, partnership, corporation, limited<br>liability company, or trust, as well as of such official, agent, or other person.2.Every person who directly or indirectly controls another person liable under any<br>provision of this chapter, every partner, officer, or director of such other person,<br>every person occupying a similar status or performing similar functions, and every<br>employee of such other person who materially aids in the violation is also liable<br>jointly and severally with and to the same extent as such other person, unless the<br>person who is also liable by virtue of this provision sustains the burden of proof that<br>the person did not know, and in the exercise of reasonable care could not have<br>known, of the existence of the facts by reason of which the liability is alleged to exist.51-23-09. Securities laws unaffected. Nothing in this chapter impairs, derogates, orotherwise affects the authority or powers of the commissioner under the Securities Act of 1951 or<br>the application of any provision thereof to any person or transaction subject thereto.51-23-10. Purpose. This chapter may be construed and implemented to effectuate itsgeneral purpose to protect investors, to prevent and prosecute illegal and fraudulent schemes<br>involving commodity contracts, and to maximize coordination with federal and other states' law<br>and the administration and enforcement thereof. This chapter is not intended to create any rights<br>or remedies upon which actions may be brought by private persons against persons who violate<br>the provisions of this chapter.51-23-11. Investigations.1.The commissioner may make investigations, within or without this state, as the<br>commissioner finds necessary or appropriate to:a.Determine whether any person has violated, or is about to violate, any provision<br>of this chapter or any rule or order of the commissioner.b.Aid in enforcement of this chapter.2.The commissioner may publish information concerning any violation of this chapter<br>or any rule or order of the commissioner.3.For purposes of any investigation or proceeding under this chapter, the<br>commissioner or any officer or employee designated by rule or order, may<br>administer oaths and affirmations, subpoena witnesses, compel their attendance,<br>take evidence, and require the production of any books, papers, correspondence,<br>memoranda, agreements, or other documents or records which the commissioner<br>finds to be relevant or material to the inquiry.4.a.If a person does not give testimony or produce the documents required by the<br>commissioner or a designated employee pursuant to an administrative<br>subpoena, the commissioner or designated employee may apply for a court<br>order compelling compliance with the subpoena or the giving of the required<br>testimony.b.The request for order of compliance may be addressed to either:(1)The district court of Burleigh County, North Dakota, or the district court of<br>any county in this state, where service may be obtained on the person<br>refusing to testify or produce, if the person is within this state; orPage No. 5(2)The appropriate court of the state having jurisdiction over the person<br>refusing to testify or produce, if the person is outside this state.51-23-12. Enforcement of chapter.1.If the commissioner believes, whether or not based upon an investigation conducted<br>under section 51-23-11, that any person has engaged or is about to engage in any<br>act or practice constituting a violation of any provision of this chapter or any rule or<br>order hereunder, the commissioner may:a.Issue a cease and desist order;b.Issue an order imposing a civil penalty in an amount which may not exceed ten<br>thousand dollars for any single violation or one hundred thousand dollars for<br>multiple violations in a single proceeding or a series of related proceedings; andc.Initiate any of the actions specified in subsection 2.2.The commissioner may institute any of the following actions in the appropriate courts<br>of this state, or in the appropriate courts of another state, in addition to any legal or<br>equitable remedies otherwise available:a.A declaratory judgment;b.An action for a prohibitory or mandatory injunction to enjoin the violation and to<br>ensure compliance with this chapter or any rule or order of the commissioner;c.An action for disgorgement; andd.An action for appointment of a receiver or conservator for the defendant or the<br>defendant's assets.51-23-13. Power of court to grant relief.1.a.Upon a proper showing by the commissioner that a person has violated, or is<br>about to violate, any provision of this chapter or any rule or order of the<br>commissioner, the district court of Burleigh County, North Dakota, may grant<br>appropriate legal or equitable remedies.b.Upon showing of violation of this chapter or a rule or order of the commissioner,<br>the court, in addition to traditional legal and equitable remedies, including<br>temporary restraining orders, permanent or temporary prohibitory or mandatory<br>injunctions, and writs of prohibition or mandamus, may grant the following<br>special remedies:(1)Imposition of a civil penalty in an amount that may not exceed ten<br>thousand dollars for any single violation or one hundred thousand dollars<br>for multiple violations in a single proceeding or a series of related<br>proceedings;(2)Disgorgement;(3)Declaratory judgment;(4)Restitution to investors wishing restitution; and(5)Appointment of a receiver or conservator for the defendant or the<br>defendant's assets.Page No. 6c.Appropriate remedies when the defendant is shown only about to violate this<br>chapter or a rule or order of the commissioner must be limited to:(1)A temporary restraining order;(2)A temporary or permanent injunction;(3)A writ of prohibition or mandamus; and(4)An order appointing a receiver or conservator for the defendant or the<br>defendant's assets.2.The court may not require the commissioner to post a bond in any official action<br>under this chapter.3.a.Upon a proper showing by the commissioner or securities or commodity<br>agency of another state that a person other than a government or governmental<br>agency or instrumentality has violated, or is about to violate, any provision of<br>the commodity code of that state or any rule or order of the administrator or<br>securities or commodity agency of that state, the district court of Burleigh<br>County, North Dakota, may grant appropriate legal and equitable remedies.b.Upon showing of a violation of the securities or commodity act of the foreign<br>state or a rule or order of the administrator or securities or commodity agency<br>of the foreign state, the court, in addition to traditional legal or equitable<br>remedies including temporary restraining orders, permanent or temporary<br>prohibitory or mandatory injunctions, and writs of prohibition or mandamus,<br>may grant the following special remedies:(1)Disgorgement; and(2)Appointment of a receiver, conservator, or ancillary receiver or<br>conservator for the defendant or the defendant's assets located in this<br>state.c.Appropriate remedies when the defendant is shown only about to violate the<br>securities or commodity act of the foreign state or a rule or order of the<br>administrator or securities or commodity agency of the foreign state must be<br>limited to:(1)A temporary restraining order;(2)A temporary or permanent injunction;(3)A writ of prohibition or mandamus; and(4)An order appointing a receiver, conservator, or ancillary receiver or<br>conservator for the defendant or the defendant's assets located in this<br>state.51-23-14. Criminal penalties.1.Any person who willfully violates any provision of this chapter, or any rule or order of<br>the commissioner under this chapter, is guilty of a class B felony.2.Any person convicted of violating a rule or order under this chapter may be fined, but<br>may not be imprisoned, if the person proves the person had no knowledge of the<br>rule or order.Page No. 751-23-15. Administration of chapter.1.This chapter must be administered by the securities commissioner.2.Neither the commissioner nor any employees of the commissioner may use any<br>information which is filed with or obtained by the commissioner which is not public<br>information for personal gain or benefit, nor may the commissioner nor any<br>employees of the commissioner conduct any securities or commodity dealings<br>whatsoever based upon any such information, even though public, if there has not<br>been a sufficient period of time for the securities or commodity markets to assimilate<br>such information.3.a.Except as provided in subdivision b, all information collected, assembled, or<br>maintained by the commissioner is public information and is available for the<br>examination of the public.b.The commissioner may keep confidential information obtained in private<br>investigations pursuant to this chapter and information obtained from federal<br>agencies which may not be disclosed under federal law.c.No provision of this chapter either creates or derogates any privilege which<br>exists at common law, by statute, or otherwise when any documentary or other<br>evidence is sought under subpoena directed to the commissioner or any<br>employee of the commissioner.51-23-16. Cooperation with other agencies.1.To encourage uniform application and interpretation of this chapter and securities<br>regulation and enforcement in general, the commissioner and the employees of the<br>commissioner may cooperate, including bearing the expense of the cooperation,<br>with the securities agencies or administrator of another jurisdiction, Canadian<br>province or territory or such other agencies administering this chapter, the<br>commodity futures trading commission, the securities and exchange commission,<br>any self-regulatory organization established under the Commodity Exchange Act or<br>the Securities Exchange Act of 1934, any national or international organization of<br>commodities or securities officials or agencies, and any governmental law<br>enforcement agency.2.The cooperation authorized by subsection 1 includes, but need not be limited to, the<br>following:a.Making joint examinations or investigations;b.Holding joint administrative hearings;c.Filing and prosecuting joint litigation;d.Sharing and exchanging personnel;e.Sharing and exchanging information and documents;f.Formulating and adopting mutual regulations, statements of policy, guidelines,<br>proposed statutory changes, and releases; andg.Issuing and enforcing subpoenas at the request of the agency administering<br>this chapter in another jurisdiction, the securities agency of another jurisdiction,<br>the commodity futures trading commission, or the securities and exchange<br>commission if the information sought would also be subject to lawful subpoena<br>for conduct occurring in this state.Page No. 851-23-17. General authority to adopt rules, forms, and orders.1.In addition to specific authority granted elsewhere in this chapter, the commissioner<br>may make, amend, and rescind rules and orders as are necessary to carry out the<br>provisions of this chapter.2.No provision of this chapter imposing any liability applies to any act done or omitted<br>in good faith in conformity with a rule, order, or form adopted by the commissioner,<br>notwithstanding that the rule, order, or form may later be amended, or rescinded, or<br>be determined by judicial or other authority to be invalid for any reason.51-23-18. Consent to service of process. When a person, including a nonresident ofthis state, engages in conduct prohibited or made actionable by this chapter or any rule or order<br>of the commissioner, the engaging in the conduct constitutes the appointment of the<br>commissioner as the person's attorney to receive service of any lawful process in a noncriminal<br>proceeding against the person, a successor, or personal representative, which grows out of that<br>conduct and which is brought under this chapter or any rule or order of the commissioner with the<br>same force and validity as if served personally.51-23-19. Scope of this chapter.1.Sections 51-23-03, 51-23-06, and 51-23-07 apply to persons who sell or offer to sell<br>when an offer to sell is made in this state or an offer to buy is made and accepted in<br>this state.2.Sections 51-23-03, 51-23-06, and 51-23-07 apply to persons who buy or offer to buy<br>when an offer to buy is made in this state or an offer to sell is made and accepted in<br>this state.3.For the purpose of this section, an offer to sell or to buy is made in this state,<br>whether or not either party is then present in this state, when the offer originates<br>from this state, or is directed by the offeror to this state and received at the place to<br>which it is directed or at any post office in this state in the case of a mailed offer.4.For the purpose of this section, an offer to buy or to sell is accepted in this state<br>when acceptance is communicated to the offeror in this state, and has not previously<br>been communicated to the offeror, orally or in writing, outside this state; and<br>acceptance is communicated to the offeror in this state, whether or not either party is<br>then present in this state, when the offeree directs it to the offeror in this state,<br>reasonably believing the offeror to be in this state, and it is received at the place to<br>which it is directed, or at any post office in this state in the case of a mailed<br>acceptance.5.An offer to sell or to buy is not made in this state when:a.The publisher circulates or there is circulated on the publisher's behalf in this<br>state any bona fide newspaper or other publication of general, regular, and paid<br>circulation which is not published in this state or which is published in this state<br>but has had more than two-thirds of its circulation outside this state during the<br>past twelve months; orb.A radio or television program originating outside this state is received in this<br>state.51-23-20. Procedure for entry of an order.1.The commissioner shall commence an administrative proceeding under this chapter<br>by entering either a notice of intent to do a contemplated act or a summary order.<br>The notice of intent or summary order may be entered without notice, withoutPage No. 9opportunity for hearing, and need not be supported by findings of fact or conclusions<br>of law, but must be in writing.2.Upon entry of a notice of intent or summary order, the commissioner shall promptly<br>notify all interested parties that the notice or summary order has been entered and<br>the reasons therefor.If the proceeding is pursuant to a notice of intent, thecommissioner shall inform all interested parties of the date, time, and place set for<br>the hearing on the notice. If the proceeding is pursuant to a summary order, the<br>commissioner shall inform all interested parties that they have thirty business days<br>from the entry of the order to file a written request for a hearing on the matter with<br>the commissioner and that the hearing will be scheduled to commence within thirty<br>business days after the receipt of the written request.3.If the proceeding is pursuant to a summary order, the commissioner, whether or not<br>a written request for a hearing is received from any interested party, may set the<br>matter down for hearing on the commissioner's own motion.4.If no hearing is requested and none is ordered by the commissioner, the summary<br>order will automatically become a final order after thirty business days.5.If a hearing is requested or ordered, the commissioner, after extending notice of an<br>opportunity for hearing to all interested persons, may modify or vacate the order or<br>extend it until final determination.6.No final order or order after hearing may be returned without:a.Appropriate notice to all interested persons;b.Opportunity for hearing by all interested persons; andc.Entry of written findings of fact and conclusions of law.7.If a hearing is requested or ordered under this section, it must be conducted in<br>accordance with chapter 28-32.8.No action may be brought under this chapter after five years from the date that the<br>commissioner knew or reasonably should have known about the facts that are the<br>basis for the alleged violation. This subsection does not apply to any action under<br>section 51-23-07.Every hearing in an administrative proceeding under this chapter must be public unless the<br>commissioner grants a request joined in by all the respondents that the hearing be conducted<br>privately.51-23-21. Pleading exemptions. It is not necessary to negative any of the exemptionsof this chapter in any complaint, information, or indictment, or any writ or proceeding brought<br>under this chapter and the burden of proof of any such exemption is upon the party claiming the<br>same.51-23-22. Affirmative defense. It is a defense in any complaint, information, indictment,or any writ or proceeding brought under this chapter alleging a violation of section 51-23-03<br>based solely on the failure in an individual case to make physical delivery within the applicable<br>time period under subsection 5 of section 51-23-02 or subdivision b of subsection 1 of section<br>51-23-05 if:1.Failure to make physical delivery was due solely to factors beyond the control of the<br>seller, the seller's officers, directors, partners, agents, servants, or employees, every<br>person occupying a similar status or performing similar functions, every person whoPage No. 10directly or indirectly controls or is controlled by the seller, or any of them, the seller's<br>affiliates, subsidiaries, or successors; and2.Physical delivery was completed within a reasonable time under the applicable<br>circumstances.51-23-23. Remedies. Every sale or contract for sale made in violation of this chapter, orof any rule or order issued by the commissioner under this chapter, is voidable at the election of<br>the purchaser.The person making a sale or contract for sale, and every director, officer,salesperson, or agent of or for the person who participated or aided in any way in making the<br>sale is jointly and severally liable to the purchaser. The purchaser may sue either to recover the<br>full amount paid by the purchaser and any court costs, interest at a rate consistent with section<br>47-14-05, and reasonable attorney's fees, less the amount of any income received on the<br>commodities upon tender to the seller of the commodities sold or of the contracts made. If the<br>person no longer owns the commodities, the person may sue for damages that would be<br>recoverable upon a tender, less the value of the commodities when the purchaser disposed of<br>the commodities and interest from the date of disposition. However:1.No action may be brought under this section for the recovery of the purchase price<br>after five years from the date of the sale or contract for sale.2.No purchaser may claim or have the benefit of this section if the purchaser refused<br>or failed to accept, within thirty days from the date of the offer, an offer in writing of<br>the seller to take back the commodity contract in question and to refund the full<br>amount paid by the purchaser, together with interest on the amount for the period<br>from the date of payment by the purchaser to the date of repayment.3.This chapter does not limit any statutory or common-law right of any person in any<br>court for any act involved in the sale of commodities.Page No. 11Document Outlinechapter 51-23 commodities transactions