Title 09, Commerce and Trade

§ 4552. Duties; jurisdiction (a) The Commission shall endeavor through public education to increase awareness of the importance of full civil and human rights for each inhabitant of this State. The Commission shall also examine and evaluate generally the effectiveness of this cha…

§ 4553. Powers (a) To carry out its duties, the Commission may: (1) Establish and maintain a principal office and such other offices within the State as it deems necessary. (2) Meet and hold hearings at any place within the State. (3) Appoint employees as necessary to carry out t…

§ 4554. Complaint; investigation and conciliation (a) Any person who believes he or she has been subject to unlawful discrimination may file a complaint under oath with the Commission stating the facts concerning the alleged discrimination. Every complaint shall be reviewed by th…

§ 4555. Information; disclosure and confidentiality (a)(1) Except as provided in this subsection, the Human Rights Commission’s complaint files and investigative files shall be confidential. (2) The Commission shall make the investigative file available to the charging party, the…

§ 4556. Performance standards; audit The Human Rights Commission shall adopt formal performance standards for all of the Commission’s staff. (Added 1995, No. 172 (Adj. Sess.), § 4.)

§ 4601. Definitions As used in this chapter: (1) “Improper means” includes theft, bribery, misrepresentation, breach or inducement of a breach of a duty to maintain secrecy, or espionage through electronic or other means. (2) “Misappropriation” means: (A) acquisition of a trade s…

§ 4602. Injunctive relief (a) A court may enjoin actual or threatened misappropriation of a trade secret. Upon application to the court, an injunction shall be terminated when the trade secret has ceased to exist, but the injunction may be continued for an additional reasonable p…

§ 4603. Damages (a)(1) Except to the extent that a material and prejudicial change of position prior to acquiring knowledge or reason to know of misappropriation renders a monetary recovery inequitable, a complainant is entitled to recover damages for misappropriation. (2) Damage…

§ 4605. Preservation of secrecy In an action under this chapter, a court shall preserve the secrecy of an alleged trade secret by reasonable means, which may include granting protective orders in connection with discovery proceedings, holding in-camera hearings, sealing the recor…

§ 4607. Effect on other law (a) Except as provided in subsection (b) of this section, this chapter displaces conflicting tort, restitutionary, and any other law of this State providing civil remedies for misappropriation of a trade secret. (b) This chapter does not affect: (1) co…

§ 4608. Uniformity of application and construction This chapter shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of this chapter among states enacting it. (Added 1995, No. 90 (Adj. Sess.), § 1.)

§ 4609. Time of taking effect This chapter shall take effect on July 1, 1996 and does not apply to misappropriation occurring prior to the effective date. With respect to a continuing misappropriation that began prior to the effective date, the chapter also does not apply to the …

§ 5101. Short title This chapter may be cited as the Vermont Uniform Securities Act (2002). (Added 2005, No. 11, § 1, eff. July 1, 2006.)

§ 5102. Definitions In this chapter, unless the context otherwise requires: (1) “Agent” means an individual, other than a broker-dealer, who represents a broker-dealer in effecting or attempting to effect purchases or sales of securities or represents an issuer in effecting or at…

§ 5103. References to federal statutes 15 U.S.C. § 77a et seq. (Securities Act of 1933), 15 U.S.C. § 78a et seq. (Securities Exchange Act of 1934), 15 U.S.C. § 79 et seq. (Public Utility Holding Company Act of 1935), 15 U.S.C. § 80a-1 et seq. (Investment Company Act of 1940), 15 …

§ 5104. References to federal agencies A reference in this chapter to an agency or department of the United States is also a reference to a successor agency or department. (Added 2005, No. 11, § 1, eff. July 1, 2006.)

§ 5105. Electronic records and signatures This chapter modifies, limits, and supersedes 15 U.S.C. § 7001 et seq., but does not modify, limit, or supersede 15 U.S.C. § 7001(c) or authorize electronic delivery of any of the notices described in 15 U.S.C. § 7003(b). This chapter aut…

§ 5201. Exempt securities The following securities are exempt from the requirements of sections 5301 through 5306 and 5504 of this chapter: (1) A security, including a revenue obligation or a separate security as defined in 17 C.F.R. § 230.131, issued, insured, or guaranteed by t…

§ 5202. Exempt transactions The following transactions are exempt from the requirements of sections 5301–5306 and 5504 of this chapter: (1) An isolated nonissuer transaction, whether effected by or through a broker-dealer or not. (2) A nonissuer transaction by or through a broker…

§ 5203. Additional exemptions and waivers A rule adopted or order issued under this chapter may exempt a security, transaction, or offer; a rule under this chapter may exempt a class of securities, transactions, or offers from any or all of the requirements of sections 5301 throu…

§ 5204. Denial, suspension, revocation, condition, or limitations of exemptions (a) Except with respect to a federal covered security or a transaction involving a federal covered security, an order under this chapter may deny, suspend application of, condition, limit, or revoke a…

§ 5301. Securities registration requirement It is unlawful for a person to offer or sell a security in this State unless: (1) the security is a federal covered security; (2) the security, transaction, or offer is exempted from registration under sections 5201 through 5203 of this…

§ 5302. Notice filing (a) With respect to a federal covered security, as defined in 15 U.S.C. § 77r(b)(2), that is not otherwise exempt under sections 5201 through 5203 of this title, a rule adopted or an order issued under this chapter may require the filing of any or all of the…

§ 5303. Securities registration by coordination (a) A security for which a registration statement has been filed under 15 U.S.C. § 77a et seq. in connection with the same offering may be registered by coordination under this section. (b) A registration statement and accompanying …

§ 5304. Securities registration by qualification (a) A security may be registered by qualification under this section. (b) A registration statement under this section must contain the information or records specified in section 5305 of this chapter, a consent to service of proces…

§ 5305. Securities registration filings (a) A registration statement may be filed by the issuer, a person on whose behalf the offering is to be made, or a broker-dealer registered under this chapter. (b) A person filing a registration statement shall pay a filing fee of $600.00. …

§ 5306. Denial, suspension, and revocation of securities registration (a) The Commissioner may issue a stop order denying effectiveness to, or suspending or revoking the effectiveness of, a registration statement if the Commissioner finds that the order is in the public interest …

§ 5307. Waiver and modification The Commissioner may waive or modify, in whole or in part, any or all of the requirements of sections 5302 and 5303 and subsection 5304(b) of this chapter or the requirement of any information or record in a registration statement or in a periodic …

§ 5401. Broker-dealer registration requirement and exemptions (a) It is unlawful for a person to transact business in this State as a broker-dealer unless the person is registered under this chapter as a broker-dealer or is exempt from registration as a broker-dealer under subsec…

§ 5402. Agent registration requirement and exemptions (a) It is unlawful for an individual to transact business in this State as an agent unless the individual is registered under this chapter as an agent or is exempt from registration as an agent under subsection (b) of this sec…

§ 5403. Investment adviser registration requirement and exemptions (a) It is unlawful for a person to transact business in this State as an investment adviser unless the person is registered under this chapter as an investment adviser or is exempt from registration as an investme…

§ 5404. Investment adviser representative registration requirement and exemptions (a) It is unlawful for an individual to transact business in this State as an investment adviser representative unless the individual is registered under this chapter as an investment adviser repres…

§ 5405. Federal covered investment adviser notice filing requirement (a) Except with respect to a federal covered investment adviser described in subsection (b) of this section, it is unlawful for a federal covered investment adviser to transact business in this State as a federa…

§ 5406. Registration by broker-dealer, agent, investment adviser, and investment adviser representative (a) A person shall register as a broker-dealer, agent, investment adviser, or investment adviser representative by filing an application and a consent to service of process com…

§ 5407. Succession and change in registration of broker-dealer or investment adviser (a) A broker-dealer or investment adviser may succeed to the current registration of another broker-dealer or investment adviser or a notice filing of a federal covered investment adviser, and a …

§ 5408. Termination of employment or association of agent and investment adviser representative and transfer of employment or association (a) If an agent registered under this chapter terminates employment by or association with a broker-dealer or issuer, or if an investment advi…

§ 5409. Withdrawal of registration of broker-dealer, agent, investment adviser, and investment representative Withdrawal of registration by a broker-dealer, agent, investment adviser, or investment adviser representative becomes effective 60 days after the filing of the applicati…

§ 5410. Filing fees (a) A person shall pay a fee of $300.00 when initially filing an application for registration as a broker-dealer and a fee of $300.00 when filing a renewal of registration as a broker-dealer. A separate application in writing for branch office registration or …

§ 5411. Postregistration requirements (a) Subject to 15 U.S.C. § 78o(i) or 15 U.S.C. § 80b-18a, a rule adopted or order issued under this chapter may establish minimum financial requirements for broker-dealers registered or required to be registered under this chapter and investm…

§ 5412. Denial, revocation, suspension, withdrawal, restriction, condition, or limitations of registration (a) If the Commissioner finds that the order is in the public interest and subsection (d) of this section authorizes the action, an order issued under this chapter may deny …

§ 5501. General fraud It is unlawful for a person, in connection with the offer to sell, the offer to purchase, the sale, or the purchase of a security, directly or indirectly: (1) to employ a device, scheme, or artifice to defraud; (2) to make an untrue statement of a material f…

§ 5502. Prohibited conduct in providing investment advice (a) It is unlawful for a person that advises others for compensation, either directly or indirectly or through publications or writings, as to the value of securities or the advisability of investing in, purchasing, or sel…

§ 5503. Evidentiary burden (a) In a civil action or administrative proceeding under this chapter, a person claiming an exemption, exception, preemption, or exclusion has the burden to prove the applicability of the claim. (b) In a criminal proceeding under this chapter, a person …

§ 5504. Filing of sales and advertising literature (a) Except as otherwise provided in subsection (b) of this section, a rule adopted or order issued under this chapter may require the filing of a prospectus, pamphlet, circular, form letter, advertisement, sales literature, or ot…

§ 5505. Misleading filings It is unlawful for a person to make or cause to be made, in a record that is used in an action or proceeding or filed under this chapter, a statement that, at the time and in the light of the circumstances under which it is made, is false or misleading …

§ 5506. Misrepresentations concerning registration or exemption The filing of an application for registration, a registration statement, a notice filing under this chapter, the registration of a person, the notice filing by a person, or the registration of a security under this c…