Title 44 — Trade and Commerce
37 chapters · 786 sections in this title.
A.R.S. § 44-1823 Power to require testimony and production of records; order of nondisclosure
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A. For the purpose of investigations or hearings which, in the opinion of the commission, are necessary and proper for the enforcement of this chapter, any member of the commission, the director or any officer or officers designated by the commission may administer oaths and affi…
A.R.S. § 44-1824 Dealer examination assessment; foreign examination cost; payment
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A. The commission shall assess a charge at the rate of two hundred dollars a day for each examiner employed in examining a dealer. For a dealer maintaining an office outside this state, in addition to the examination assessment, the commission shall make an assessment equal to th…
A.R.S. § 44-1825 Contempt; penalty
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A. In case of contumacy or refusal to obey a subpoena or citation issued by the commission, any member of the commission, the director or any officer designated by the commission, the superior court in Maricopa county, on application by the commission, shall issue to the person a…
A.R.S. § 44-1826 No-action requests
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A. The director may formally respond to written requests from interested persons for interpretative no-action letters that confirm that the division will not institute enforcement proceedings against certain specified persons for engaging in certain specified activities. B. A per…
A.R.S. § 44-1841 Sale of unregistered securities prohibited; classification
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A. It is unlawful to sell or offer for sale within or from this state any securities unless the securities have been registered pursuant to article 6 or 7 of this chapter or are federal covered securities if the securities comply with section 44-1843.02 or chapter 13, article 12 …
A.R.S. § 44-1842 Transactions by unregistered dealers and salesmen prohibited; classification
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A. It is unlawful for any dealer to sell or purchase or offer to sell or buy any securities, or for any salesman to sell or offer for sale any securities within or from this state unless the dealer or salesman is registered as such pursuant to the provisions of article 9 of this …
A.R.S. § 44-1843 Exempt securities; fee; filing
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A. Sections 44-1841 and 44-1842, section 44-1843.02, subsections B and C and sections 44-3321 and 44-3325 do not apply to any of the following classes of securities: 1. Securities issued or guaranteed by the United States, by any state, territory or insular possession of the Unit…
A.R.S. § 44-1843.01 Nonexempt government securities; covered securities; exemptions
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A. Notwithstanding section 44-1843, subsection A, paragraph 1, sections 44-1841 and 44-1842 apply to the following classes of securities that are issued by a person who is located in this state, unless the requirements of subsection B or C of this section are met. The requirement…
A.R.S. § 44-1843.02 Special filing requirements for certain exempt or federal covered securities
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A. Any advertising and sales material, other than the notices required by law to be published or posted, that is used in connection with offers or sales to the public of any of the securities to which section 44-1843.01, subsection A applies shall be filed with the division three…
A.R.S. § 44-1844 Exempt transactions
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A. Except as provided in subsections B and C of this section, sections 44-1841 and 44-1842, section 44-1843.02, subsections B and C and sections 44-3321 and 44-3325 do not apply to any of the following classes of transactions: 1. Transactions by an issuer not involving any public…
A.R.S. § 44-1845 Exemption or special registration of certain securities and transactions by commission rule
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A. The commission may by its rules, and subject to the terms and conditions prescribed in those rules, add any class of securities or transactions to the securities or transactions exempted as provided by sections 44-1843, 44-1843.01 and 44-1844, if it finds that registration of …
A.R.S. § 44-1846 Powers of commission to exempt certain securities or transactions
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A. The commission may grant, in accordance with rules adopted by the commission, exemptions from registration of securities under articles 6 and 7 of this chapter on written petition and on a showing by the issuer satisfactory to the commission that registration is not essential …
A.R.S. § 44-1847 Power of commission to exempt certain securities or transactions of regulated issuers
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The commission may from time to time, by rules and regulations and subject to terms and conditions prescribed therein, add any class of securities or transactions to the securities or transactions exempted as provided in sections 44-1843, 44-1843.01 and 44-1844, if it appears to …
A.R.S. § 44-1848 Registration of dealers and salesmen dealing with certain exempt securities or engaging in certain exempt transactions; exemptions
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A. A dealer or salesman who engages in transactions involving variable contracts, which are exempt under section 44-1843, subsection A, paragraph 4, must register with the commission pursuant to article 9 of this chapter. B. Notwithstanding any other law, the commission may by ru…
A.R.S. § 44-1849 Real property investment contracts; recording
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Before the disbursement of funds to any person, a dealer or issuer of a real property investment contract shall cause to be recorded with the recorder of the county in which the real property is located those documents necessary to secure the contract or note being made or sold.
A.R.S. § 44-1850 Viatical or life settlement investment contracts
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A. Section 44-1841 does not apply to viatical or life settlement investment contracts if either: 1. The person who assigns, transfers, sells, devises or bequests any portion of the death benefit under or ownership of either an insurance policy or certificate of insurance does not…
A.R.S. § 44-1861 Fees; deposit; abandonment
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A. By the affirmative vote of at least four commissioners, the commission may establish by rule an annual fee for the registration of a dealer or a salesman. The fee shall be remitted on or before the last working day of December, and the commission shall deposit the fee, pursuan…
A.R.S. § 44-1862 Consent to service of process; service on commission
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A. If consent to service of process is required under this chapter, such consent shall be in the form prescribed by the commission, shall be irrevocable and shall provide that actions arising out of or involving the sale or purchase of any securities in violation of this chapter …
A.R.S. § 44-1863 Receipt of electronic securities filings
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An electronic method acceptable to the commission may be used to make any filings relating to the sale or offer for sale of securities. The filing of documents and information using an electronic method is equivalent to paper filing of documents and information with the commissio…
A.R.S. § 44-1871 Securities that may be registered by description
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A. Securities, except real property investment contracts, may be registered by description in the manner provided in sections 44-1872 through 44-1875 if either of the following applies: 1. If such securities are commodity investment contracts or commodity option contracts and the…
A.R.S. § 44-1872 Procedure for registration by description; registration statement; consent to service of process
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Securities qualified under section 44-1871 for registration by description shall be registered by payment of the registration fee prescribed in section 44-1861, subsection C, and filing of the following with the commission by the issuer or a registered dealer: 1. A registration s…
A.R.S. § 44-1873 Recording of registration; effective date of registration; renewal; eligibility of registered securities for sale
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A. Upon the receipt of a registration statement and the registration fee, and, if required, a consent to service of process, the director shall record the registration of the securities by description in a register of securities. A registration statement filed under the provision…
A.R.S. § 44-1874 Registration of additional securities by description
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Additional amounts of securities registered by description under sections 44-1871 through 44-1873 may with the consent of the commission be registered by payment of an additional registration fee, which shall be computed as provided in subsection C of section 44-1861 as a separat…
A.R.S. § 44-1875 Filing of additional information
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If at any time in the opinion of the commission or the director the information set forth in a registration statement filed under section 44-1872 is insufficient to establish the fact that the securities described therein are entitled to registration by description, the commissio…
A.R.S. § 44-1876 Escrow of certain securities; restrictive sales agreement
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A. Except as provided in section 44-1901, as a condition to registration of securities under this chapter, the commission may in its discretion by order require that securities issued for or which are intended to be issued for a patent right, copyright, trademark, process, formul…
A.R.S. § 44-1877 Escrow of treasury stock; restrictive sales agreement
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Except as provided in section 44-1901, the commission may in its discretion by order require as a condition to registration of securities under this chapter that all treasury stock of the issuer, or other securities issued and thereafter acquired by the issuer, shall be subject t…
A.R.S. § 44-1878 Impoundment of funds from sale of speculative securities
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A. Except as provided in section 44-1901, as a condition to registration under this chapter of securities of a speculative nature the commission may by order impose reasonable restrictions and conditions upon the use and disbursement of funds to be derived from the sale of such s…
A.R.S. § 44-1891 Registration by qualification
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Securities required to be registered by qualification under this chapter before they may be sold in this state shall be registered as provided in this article.
A.R.S. § 44-1892 Documents required for application for registration by qualification; fee
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Application for registration of securities by qualification shall be made by the issuer of the securities by filing with the commission the following documents: 1. An application for registration of securities by qualification as provided by section 44-1893. 2. A prospectus as pr…
A.R.S. § 44-1893 Application for registration of securities by qualification; contents; accompanying documents; signature and verification
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A. The application for registration of securities by qualification as required under sections 44-1892 and 44-1901 shall include the following, together with other information the commission prescribes: 1. Name and address of issuer, and address of issuer's principal office in thi…
A.R.S. § 44-1894 Prospectus; contents; use of consolidated financial statements; amendment or supplement to prospectus required to show material change
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A. Except as provided in section 44-1901, the prospectus required by section 44-1892 shall be filed with the application, and shall include the following, together with other information the commission requires: 1. The name and address of the issuer, date of incorporation or orga…
A.R.S. § 44-1895 Preparation of required financial statements
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Financial statements required under this article for registration of securities by qualification shall be: 1. Prepared in conformity with generally accepted accounting principles. 2. Examined in accordance with generally accepted auditing standards. 3. If reporting is necessary, …
A.R.S. § 44-1896 Substitution of prospectus filed under or complying with standards of form prescribed by or under securities act of 1933 for prospectus required by sections 44-1892 and 44-1894
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A. If the securities being registered by qualification have been or are to be registered under the securities act of 1933, there may be filed in lieu of the prospectus prescribed in section 44-1894 the definitive prospectus of the issuer filed under the securities act of 1933, if…
A.R.S. § 44-1897 Amendment or withdrawal of application, prospectus or other documents
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In the absence of proceedings under section 44-1901 or article 8 of this chapter for denial, suspension or revocation of the registration of the securities, or with the consent of the commission after the institution of such proceedings, an applicant may at any time amend or with…
A.R.S. § 44-1898 Registration in securities register of securities complying with requirements for registration by qualification; sale of registered securities authorized; delivery of prospectus to purchasers
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A. Except as provided in section 44-1901, the director shall within a reasonable time examine an application for registration of securities by qualification and all documents and exhibits filed therewith. When an applicant has fully complied with the provisions of this article re…
A.R.S. § 44-1899 Renewal of registration by qualification
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Registration by qualification under this article shall be effective for a period of one year and may be renewed for additional periods of one year by filing, by a date not later than fifteen days prior to expiration of the registration, of a prospectus meeting the requirements of…
A.R.S. § 44-1900 Registration of additional securities by qualification
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Additional amounts of securities registered by qualification under this article may with the consent of the commission be registered by payment of an additional registration fee, which shall be computed as provided in paragraph 3 of section 44-1892 as a separate fee for each addi…
A.R.S. § 44-1901 Registration of certain securities by qualification; definitions
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A. Subject to the limitations provided in subsections G and I of this section, securities shall be registered by qualification at the time prescribed in subsection K of this section if the requirements of subsections B, E and F of this section are met. B. To be registered by qual…
A.R.S. § 44-1902 Power of the commission to register certain securities by uniform limited offering registration
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A. In accordance with rules adopted by the commission, the commission may register under this article certain securities in an aggregate amount not exceeding five million dollars in any twelve month period. B. The rules adopted by the commission pursuant to subsection A of this s…
A.R.S. § 44-1921 Denial of registration by qualification
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Except as provided in section 44-1901, the commission may enter an order denying the registration of any securities to be registered by qualification, if, after a hearing or notice and opportunity for hearing as provided by article 11 of this chapter, it finds that: 1. The applic…
A.R.S. § 44-1922 Revocation of registration by qualification or description; grounds
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Except for securities registered by qualification pursuant to section 44-1901, the commission may revoke the registration of any securities registered under this chapter if, after a hearing or notice and opportunity for hearing as provided by article 11 of this chapter, it finds …
A.R.S. § 44-1923 Order denying or revoking registration; notice to issuer and dealers
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A. If, after a hearing or notice and opportunity for hearing as provided by article 11 of this chapter, the commission finds grounds for denying or revoking registration of securities, it may enter an order denying or revoking the registration. The order shall state specifically …
A.R.S. § 44-1924 Order suspending registration; grounds; hearing; notice
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A. Except for securities registered by qualification pursuant to section 44-1901, if the commission has reasonable grounds to believe that the registration of any securities under this chapter should be revoked on any ground specified in section 44-1921 or 44-1922 it may enter an…
A.R.S. § 44-1941 Application for registration as dealer; contents; filing; consent to service of process; fee; exemption
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A. Application for registration as a dealer may be made by any person. An application for registration shall be signed by the applicant. The application shall be filed with the commission and shall contain the following, together with other information the commission prescribes: …
A.R.S. § 44-1942 Power of commission or director to require filing of additional information
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The commission or the director may require submission of additional information as to applicant's previous history, record or business experience as deemed necessary to determine whether applicant should be registered as a dealer or salesman.
A.R.S. § 44-1943 Power of commission to require bond from dealer
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A. The commission may require that any dealer, other than a dealer that is registered under the securities exchange act of 1934, that is registered or making application for registration under this article deliver a bond, payable to the state with sureties, conditioned on the fai…
A.R.S. § 44-1944 Registration in register of dealers and salesmen of applicant complying with requirements
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A. When an applicant has fully complied with this article and the rules of the commission thereunder, the director shall register the applicant as a dealer in a register of dealers and salesmen, unless the commission finds cause for denial as provided for in article 10 of this ch…
A.R.S. § 44-1945 Application for registration as salesman; filing; contents; exemptions
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A. Any individual may apply for registration as a salesman. An application for registration as a salesman shall be signed by the applicant and by the registered dealer employing or intending to employ the applicant and shall be duly verified by oath. The application accompanied b…
A.R.S. § 44-1946 Registration in register of dealers and salesmen of applicant complying with requirements
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A. If an applicant has fully complied with the provisions of this article and the rules of the commission thereunder the director shall register the applicant as a salesman in a register of dealers and salesmen, unless the commission finds cause for denial as provided for in arti…
A.R.S. § 44-1947 Register of dealers and salesmen; recording registration and orders; transfer or expiration of registration
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A. The names and addresses of all persons who have been registered as dealers or salesmen, and all orders with respect thereto, shall be recorded in a register of dealers and salesmen in the office of the director. B. The registration of a dealer who deals exclusively in securiti…