1. The Administrator may issue an order denying effectiveness to, or suspending or revoking the effectiveness of, a registration statement if the Administrator finds that the order is in the public interest and that:
(a) The registration statement as of its effective date or as of the proposed effective date in the case of an order denying effectiveness, an amendment under subsection 14 or 15 of NRS 90.500, as of its effective date, or a report under subsection 13 of NRS 90.500, is incomplete in any material respect or contains a statement that, in the light of the circumstances under which it was made, was false or misleading with respect to a material fact;
(b) This chapter, or a regulation, order or condition lawfully imposed under this chapter, has been willfully violated in connection with the offering by:
(1) The person filing the registration statement;
(2) The issuer, a partner, officer or director of the issuer, a person occupying similar status or performing similar functions, or a person directly or indirectly controlling or controlled by the issuer, but only if the person filing the registration statement is directly or indirectly controlled by or acting for the issuer; or
(3) An underwriter;
(c) The security registered or sought to be registered is the subject of a permanent or temporary injunction of a court of competent jurisdiction or an administrative order similar to an order under this section entered under any other federal or state law applicable to the offering, except that the Administrator may not:
(1) Institute a proceeding against an effective registration statement under this paragraph more than 1 year after the date of the order or injunction relied on; or
(2) Enter an order under this paragraph on the basis of an order or injunction entered under the securities act of another state unless the order or injunction was based on facts that currently would constitute a ground for an order under this section;
(d) The issuer’s enterprise or method of business includes or would include activities that are illegal where performed;
(e) The offering has worked or tended to work a fraud upon purchasers or would so operate;
(f) The offering has been or would be made with unreasonable amounts of underwriters’ and sellers’ discounts, commissions or other compensation, or promoters’ profits or participation, or unreasonable amounts or kinds of options;
(g) A security sought to be registered pursuant to NRS 90.470 is not eligible for such registration;
(h) With respect to a security sought to be registered pursuant to NRS 90.480, there has been a failure to comply with the undertaking required by paragraph (d) of subsection 2 of that section; or
(i) The applicant or registrant has failed to pay the proper filing fee, but the Administrator may enter only an order denying effectiveness under this paragraph and shall vacate the order if the deficiency is corrected.
2. The Administrator may not institute a proceeding:
(a) Against an effective registration statement on the basis of a fact or transaction known to the Administrator when the registration statement became effective unless the proceeding is instituted within 30 days after the registration statement became effective; or
(b) With respect to a registration filed under NRS 90.470 on the basis of paragraph (e) or (f) of subsection 1.
3. The Administrator may vacate or modify an order entered under this section if the Administrator finds that the conditions which prompted entry have changed or that it is otherwise in the public interest.
(Added to NRS by 1987, 2170; A 1989, 160)
Structure Nevada Revised Statutes
Chapter 90 - Securities (Uniform Act)
NRS 90.215 - "Administrator" defined.
NRS 90.220 - "Broker-dealer" defined.
NRS 90.223 - "Commission" defined.
NRS 90.225 - "Depository institution" defined.
NRS 90.230 - "Division" defined.
NRS 90.235 - "Filing" and "file" defined.
NRS 90.240 - "Financial or institutional investor" defined.
NRS 90.245 - "Fraud," "deceit" and "defraud" defined.
NRS 90.250 - "Investment adviser" defined.
NRS 90.253 - "Investment Adviser Registration Depository" defined. [Effective July 1, 2022.]
NRS 90.255 - "Issuer" defined.
NRS 90.260 - "Nonissuer transaction" defined.
NRS 90.265 - "Person" defined.
NRS 90.270 - "Price amendment" defined.
NRS 90.275 - "Promoter" defined.
NRS 90.276 - "Provider of viatical settlements" defined.
NRS 90.2775 - "Qualifying private fund" defined. [Effective July 1, 2022.]
NRS 90.278 - "Representative of an investment adviser" defined.
NRS 90.280 - "Sale" and "sell" defined.
NRS 90.285 - "Sales representative" defined.
NRS 90.292 - "Securities exchange" defined.
NRS 90.295 - "Security" defined.
NRS 90.300 - "Self-regulatory organization" defined.
NRS 90.307 - "Transfer agent" defined.
NRS 90.308 - "Viatical settlement investment" defined.
NRS 90.309 - "Viator" defined.
NRS 90.310 - Licensing of broker-dealers, sales representatives and transfer agents.
NRS 90.320 - Exempt broker-dealers and sales representatives.
NRS 90.330 - Licensing of investment advisers and representatives of investment advisers.
NRS 90.370 - Examinations: Requirement for licensure; administration; waiver.
NRS 90.390 - Requirements after licensing.
NRS 90.400 - Licensing of successor firms.
NRS 90.410 - Power of inspection.
NRS 90.415 - Fee for inspection of records.
NRS 90.420 - Grounds for denial, suspension, revocation, fine or condition.
NRS 90.430 - Denial, suspension, revocation, fine or condition on grounds of lack of qualification.
NRS 90.450 - Custody of client’s securities and money.
NRS 90.454 - Limitations on trading of security.
NRS 90.456 - Fee for transactions.
NRS 90.457 - Use of unregistered exchange by broker-dealer or representative prohibited.
NRS 90.460 - Registration requirement.
NRS 90.465 - Expeditious processing of notice of claim of exemption from registration requirement.
NRS 90.470 - Registration by filing.
NRS 90.480 - Registration by coordination.
NRS 90.490 - Registration by qualification.
NRS 90.500 - Provisions applicable to registration generally.
NRS 90.510 - Denial, suspension or revocation of registration.
NRS 90.520 - Exempt securities; filing and fee required for exemption.
NRS 90.530 - Exempt transactions.
NRS 90.540 - Additional exemptions; fee.
NRS 90.550 - Revocation of exemptions.
NRS 90.565 - Filing of notice before initial offering of securities.
NRS 90.567 - Filing of notice after first sale of securities.
NRS 90.570 - Offer, sale and purchase.
NRS 90.580 - Manipulation of market.
NRS 90.600 - Misleading filings.
NRS 90.610 - Unlawful representation concerning licensing, registration or exemption.
NRS 90.6115 - "Designated reporter" defined.
NRS 90.612 - "Exploitation" defined.
NRS 90.6125 - "Older person" defined.
NRS 90.613 - "Reasonable cause to believe" defined.
NRS 90.6135 - "Vulnerable person" defined.
NRS 90.6145 - Designated reporter: Designation; duty to report; immunity.
NRS 90.615 - Authority of Attorney General and district attorney.
NRS 90.620 - Investigations and subpoenas.
NRS 90.640 - Power of court to grant relief.
NRS 90.650 - Criminal penalties.
NRS 90.670 - Statute of limitations.
NRS 90.680 - Offer of rescission and settlement.
NRS 90.700 - Liability: General provisions.
NRS 90.710 - Administration of chapter.
NRS 90.715 - Strict interpretation of provisions; waiver of enforcement; no-action letter; fee.
NRS 90.720 - Prohibitions on use of information.
NRS 90.730 - Public information and confidentiality.
NRS 90.740 - Cooperation with other agencies.
NRS 90.760 - Good faith reliance.
NRS 90.770 - Consent to service of process.
NRS 90.780 - Administrative files and records.
NRS 90.785 - Biennial report of Administrator. [Effective July 1, 2022.]
NRS 90.790 - Administrative proceedings.
NRS 90.800 - Summary order of Administrator; notice and opportunity for hearing; final order.
NRS 90.820 - Emergency administrative proceedings.
NRS 90.830 - Scope of chapter.
NRS 90.840 - Contract provisions.
NRS 90.845 - Payment of fees by electronic transfer.
NRS 90.847 - Electronic delivery of records and applications.
NRS 90.860 - Short title; uniformity of application and construction.