A. It is unlawful for an individual to transact business in this state as an agent unless the individual is registered under this act as an agent or is exempt from registration as an agent under subsection B of this section.
B. The following individuals are exempt from the registration requirement of subsection A of this section:
1. An individual who represents a broker-dealer in effecting transactions in this state limited to those described in Section 15(i)(3) of the Securities Exchange Act of 1934 (15 U.S.C. Section 78o(i)(3));
2. An individual who represents a broker-dealer that is exempt under subsection B or D of Section 1-401 of this title;
3. An individual who represents an issuer with respect to an offer or sale of the issuer's own securities or those of the issuer's parent or any of the issuer's subsidiaries to existing employees, partners, members or directors of the issuer or the issuer's parent or any of the issuer's subsidiaries, and who is not compensated in connection with the individual's participation by the payment of commissions or other remuneration based, directly or indirectly, on transactions in those securities;
4. An individual who represents an issuer and who effects transactions in the issuer's securities exempted by Section 1-202 of this title, other than paragraphs 11 and 14 of Section 1-202 of this title;
5. An individual who represents an issuer who effects transactions solely in federal covered securities of the issuer, but an individual who effects transactions in a federal covered security under Section 18(b)(3) or 18(b)(4)(F) of the Securities Act of 1933 (15 U.S.C. Section 77r(b)(3) or 77r(b)(4)(F)) is not exempt if the individual is compensated in connection with the agent's participation by the payment of commissions or other remuneration based, directly or indirectly, on transactions in those securities;
6. An individual who represents a broker-dealer registered in this state under subsection A of Section 1-401 of this title or exempt under subsection B of Section 1-401 of this title in the offer and sale of securities for an account of a nonaffiliated federal covered investment adviser with investments under management in excess of One Hundred Million Dollars ($100,000,000.00) acting for the account of others pursuant to discretionary authority in a signed record;
7. An individual who represents an issuer in connection with the purchase of the issuer's own securities;
8. An individual who represents an issuer and who restricts participation to performing ministerial or clerical work; or
9. Any other individual exempted by rule adopted or order issued under this act.
C. The registration of an agent is effective only while the agent is employed by or associated with a broker-dealer registered under this act or an issuer that is offering, selling or purchasing its securities in this state.
D. It is unlawful for a broker-dealer, or an issuer engaged in offering, selling, or purchasing securities in this state, to employ or associate with an agent who transacts business in this state on behalf of broker-dealers or issuers unless the agent is registered under subsection A of this section or exempt from registration under subsection B of this section.
E. Unless prohibited by rule adopted or order issued under this act, an individual may act as an agent for more than one broker-dealer or more than one issuer at a time.
F. It is unlawful for an individual acting as an agent, directly or indirectly, to conduct business in this state on behalf of a broker-dealer or issuer if the registration of the individual as an agent is suspended or revoked under this act; or the individual is barred from employment or association with a broker-dealer by an order under this act, the Securities and Exchange Commission, or a self-regulatory organization; or the individual is subject to an order of a court of competent jurisdiction temporarily, preliminarily or permanently enjoining such individual from conducting business in this state on behalf of a broker-dealer or issuer.
Added by Laws 2003, c. 347, § 19, eff. July 1, 2004. Amended by Laws 2022, c. 77, § 20, eff. Nov. 1, 2022.
Structure Oklahoma Statutes
§71-1-103. References to federal statutes.
§71-1-104. References to federal agencies.
§71-1-105. Electronic records and signatures.
§71-1-202. Exempt transactions.
§71-1-203. Additional exemptions and waivers.
§71-1-204. Denial, suspension of application, revocation, condition, or limitation of exemptions.
§71-1-301. Securities registration requirement.
§71-1-302. Federal covered security – Notice filing.
§71-1-303. Securities registration by coordination.
§71-1-304. Securities registration by qualification.
§71-1-305. Registration filings.
§71-1-306. Denial, suspension, or revocation of effectiveness of registration statement.
§71-1-307. Waiver or modification.
§71-1-308. Investment certificate issuers - Registration requirements.
§71-1-401. Broker-dealer registration requirement and exemptions.
§71-1-402. Agent registration requirement and exemptions.
§71-1-403. Investment adviser registration requirement and exemptions.
§71-1-404. Investment adviser representative registration requirement and exemptions.
§71-1-405. Federal covered investment adviser registration requirement and exemptions.
§71-1-406. Registration application - Time of becoming effective.
§71-1-407. Succession and change in registration of broker-dealer or investment adviser.
§71-1-410. Postregistration requirements.
§71-1-502. Prohibited conduct in providing investment advice.
§71-1-503. Evidentiary burden.
§71-1-504. Filing of sales and advertising literature.
§71-1-505. Misleading filings.
§71-1-506. Misrepresentations concerning registration or exemption.
§71-1-507. Qualified immunity.
§71-1-508. Violations - Criminal penalties - Administrative fines.
§71-1-602. Investigations and subpoenas.
§71-1-604. Administrative enforcement.
§71-1-605. Rules, forms, orders, interpretative opinions, and hearings.
§71-1-606. Administrative files and opinions.
§71-1-607. Public records - Confidentiality.
§71-1-608. Uniformity and cooperation with other agencies.
§71-1-609. Commission review of order - Judicial review.
§71-1-611. Service of process.
§71-1-613. Availability of data for supervision of personnel - Sharing of data - Confidentiality.
§71-1-701. Application of act to existing proceedings and rights.
§71-416. Statutory procedure must be followed.
§71-417. Discrimination prohibited.
§71-418. Copies of information to be filed with certain regulatory bodies.
§71-419. Liabilities, remedies and penalties.
§71-420. Rules and regulations.
§71-454. Solicitation materials - Filing - Prohibited use.
§71-455. Fraudulent, deceptive and manipulative acts prohibited.
§71-456. Actions of offeror - Limitations.
§71-457. Powers of Administrator - Rules and forms - Exemptions from act.
§71-459. Violations - Cease and desist orders - Injunctions.
§71-460. Violations - Penalty - Evidence.
§71-461. Liability of offeror - Rights and remedies of seller.
§71-462. Application of provisions of Oklahoma Securities Act.
§71-621. Registration - Violations.
§71-623. Additional exemptions.
§71-625. Application for registration.
§71-626. Public offering statements - Contents - Violations - Uses.
§71-627. Orders - Application for registration - Filing of documents and information.
§71-628. Denial of effectiveness to, suspension or revocation of effectiveness of registration.
§71-631. License required - Exemption.
§71-633. Records - Copies - Inspection - Rules.
§71-642. Liens and encumbrances.
§71-643. Contracts - Voiding - Rescinding - Revoking.
§71-644. Notice to purchaser - Signatures - Rescission of contract.
§71-651. Administration of Code - Personal use of information - Privileges and immunities.
§71-654. Fraud - Filing of documents and information.
§71-655. Presumptions - Fraud - Violations.
§71-656. Power and duties of Administrator.
§71-657. Injunctions - Intervention in suits involving subdivided land.
§71-658. Violation of Code - Fine.
§71-659. Liability to purchaser - Persons liable - Limitation of actions.
§71-660. Summary prohibition of offers or dispositions.
§71-662. Rules, forms and orders - Making, amending or rescinding - Exemption from liability.
§71-663. Filing of documents - Register - Inspection - Copies - Interpretative opinions.
§71-664. Consent to service of process - Service.
§71-665. Dispositions and offers - Application of law - Acceptance.
§71-666. Liens and encumbrances.
§71-804. Denial or revocation of exemption - Orders and violation thereof.
§71-805. Burden of proving exemption.
§71-806. Certain sales unlawful.
§71-807. Registration procedure.
§71-809. Contracts or agreements required - Contents.
§71-810. Suspension or revocation of registration - Grounds - Procedure.
§71-811. Minimum net worth requirement.
§71-812. Administration of act - Use of disclosure of information.
§71-813. Investigations and proceedings - Powers and duties of Administrator.
§71-814. Violation of act - Orders - Penalties.
§71-816. Rules, forms and orders - Making, amending and rescinding.
§71-819. Fraud or deceit unlawful.
§71-820. False or misleading statements unlawful.
§71-821. Conclusiveness of filed document.
§71-822. Misleading advertising unlawful.
§71-823. Violations - Penalty - Criminal prosecutions.
§71-824. Violations - Civil actions.
§71-825. Aiding and abetting violation.
§71-828. Oklahoma Securities Act - Application.
§71-829. Fees and charges - Deposits.
§71-903. Rules governing registration in beneficiary form.
§71-905. Origination of registration in beneficiary form.
§71-906. Form of registration.
§71-907. Effect of registration.
§71-908. Ownership on death - Rights of creditors.
§71-909. Protections for registering entity.
§71-910. Nonprobate transfer - Liability of transferees.