Florida Statutes
Chapter 517 - Securities Transactions
517.181 - Escrow Agreement.


(1) If the statement containing information as to securities to be registered, as provided for in s. 517.081, shall disclose that any such securities or any securities senior thereto shall have been or shall be intended to be issued for any patent right, copyright, trademark, process, formula, or goodwill; for organization or promotion fees or expenses; or for goodwill or going-concern value or other intangible assets, then the amount and nature thereof shall be fully set forth, and the office may require that such securities so issued in payment of such patent right, copyright, trademark, process, formula, or goodwill; for organization or promotion fees or expenses; or for other intangible assets shall be delivered in escrow to the office or other depository satisfactory to the office under an escrow agreement. The escrow agreement shall be in a form suitable to the office and shall provide for the escrow or impoundment of such securities for a reasonable length of time determined by the office to be in the best interest of other shareholders. The securities subject to escrow shall also include any dividend, cash, or stock that may be paid during the life of the escrow and any stock issued through, or by reason of, any stock split, exchange of shares, recapitalization, merger, consolidation, reorganization, or similar combination or subdivision in substitution for or in lieu of any stock subject to this provision; and in case of dissolution or insolvency during the time such securities are held in escrow, the owners of such securities shall not participate in the assets until after the owners of all other securities shall have been paid in full.
(2) Any securities held in escrow under this section on November 1, 1978, may be released to the owners thereof upon request, if satisfactory financial data is submitted to the office showing that the issuer is currently operating on sound business principles and has net income in accordance with criteria-implementing rules of the commission relating to escrow of securities. At any time, the office may review any existing escrow agreement made under this section and determine that the same may be amended in order to permit a subsequent release of the securities upon terms and conditions which are just and equitable as defined by said rules.
(3) When it shall appear from information available to the office that the issuer of securities held in escrow has been dissolved or disbanded or is defunct or no longer actively engaged in business and such securities are of no value, the office, after giving at least 60 days’ notice in at least one newspaper of general circulation and after giving interested parties opportunity for hearing, may enter its order authorizing the destruction of said securities. Any affected escrow agent may rely on such order and shall not be required to determine the validity or sufficiency thereof.
History.—s. 5, ch. 78-435; s. 5, ch. 80-254; ss. 2, 3, ch. 81-318; ss. 14, 15, ch. 90-362; s. 4, ch. 91-429; s. 602, ch. 2003-261.

Structure Florida Statutes

Florida Statutes

Title XXXIII - Regulation of Trade, Commerce, Investments, and Solicitations

Chapter 517 - Securities Transactions

517.011 - Short Title.

517.021 - Definitions.

517.03 - Rulemaking; Immunity for Acts in Conformity With Rules.

517.051 - Exempt Securities.

517.061 - Exempt Transactions.

517.0611 - Intrastate Crowdfunding.

517.07 - Registration of Securities.

517.072 - Viatical Settlement Investments.

517.075 - Cuba, Prospectus Disclosure of Doing Business With, Required.

517.081 - Registration Procedure.

517.082 - Notification Registration.

517.101 - Consent to Service.

517.111 - Revocation or Denial of Registration of Securities.

517.12 - Registration of Dealers, Associated Persons, Intermediaries, and Investment Advisers.

517.1201 - Notice Filing Requirements for Federal Covered Advisers.

517.1202 - Notice-Filing Requirements for Branch Offices.

517.1205 - Registration of Associated Persons Specific as to Securities Dealer, Investment Adviser, or Federal Covered Adviser Identified at Time of Registration Approval.

517.121 - Books and Records Requirements; Examinations.

517.1215 - Requirements, Rules of Conduct, and Prohibited Business Practices for Investment Advisors and Their Associated Persons.

517.1217 - Rules of Conduct and Prohibited Business Practices for Dealers and Their Associated Persons.

517.122 - Arbitration.

517.131 - Securities Guaranty Fund.

517.141 - Payment From the Fund.

517.151 - Investments of the Fund.

517.161 - Revocation, Denial, or Suspension of Registration of Dealer, Investment Adviser, Intermediary, or Associated Person.

517.1611 - Guidelines.

517.171 - Burden of Proof.

517.181 - Escrow Agreement.

517.191 - Injunction to Restrain Violations; Civil Penalties; Enforcement by Attorney General.

517.201 - Investigations; Examinations; Subpoenas; Hearings; Witnesses.

517.2015 - Confidentiality of Information Relating to Investigations and Examinations.

517.2016 - Public Records Exemption; Examination Techniques or Procedures.

517.211 - Remedies Available in Cases of Unlawful Sale.

517.221 - Cease and Desist Orders.

517.241 - Remedies.

517.275 - Commodities; Prohibited Practices.

517.301 - Fraudulent Transactions; Falsification or Concealment of Facts.

517.302 - Criminal Penalties; Alternative Fine; Anti-Fraud Trust Fund; Time Limitation for Criminal Prosecution.

517.311 - False Representations; Deceptive Words; Enforcement.

517.312 - Securities, Investments, Boiler Rooms; Prohibited Practices; Remedies.

517.313 - Destroying Certain Records; Reproduction.

517.315 - Fees.

517.32 - Exemption From Excise Tax, Certain Obligations to Pay.

517.34 - Protection of Specified Adults.