SECTIONS 25200-25209 - California Statutes

CORPORATIONS CODE

SECTION 25200-25209

25200. A broker-dealer registered under the Securities Exchange Act
of 1934, who has not previously had any certificate denied or
revoked under this law or any predecessor statute, shall be exempted
from the provisions of Section 25210 if he has no place of business
in this state and he does not direct offers to sell or buy into this
state in any manner to persons other than broker-dealers, banks,
savings and loan associations, trust companies, insurance companies,
investment companies registered under the Investment Company Act of
1940, pension or profit-sharing trusts (other than self-employed
individual retirement plans), or other institutional investors or
governmental agencies or instrumentalities designated by rule of the
commissioner, or to more than 15 other customers (whether or not
self-employed individual retirement plans) having an existing account
with such broker-dealer prior to any offer made to them in this
state, during any period of 12 consecutive months, whether or not the
offeror or any of the offerees is then present in this state.

25202. (a) An investment adviser shall not be subject to Section
25230 if (1) the investment adviser does not have a place of business
in this state and (2) during the preceding 12-month period has had
fewer than six clients who are residents of this state.
(b) For the purpose of this section only, "client" has the same
meaning as the term "client" is defined by the Securities and
Exchange Commission under the rule adopted pursuant to Section 222(d)
of the Investment Advisers Act of 1940, as amended. Also, for the
purpose of this section only, "client" does not mean other investment
advisers, broker-dealers, banks, savings and loan associations,
trust companies, insurance companies, investment companies registered
under the Investment Company Act of 1940, pension and profit-sharing
trusts (other than self-employed individual retirement plans), or
other institutional investors or governmental agencies or
instrumentalities designated by rule or order of the commissioner.

25203. A person whose only clients are insurance companies shall be
exempted from the provisions of Section 25230.

25204. The commissioner may by such rules as he deems necessary or
appropriate in the public interest or for the protection of
investors, either unconditionally or upon specified terms and
conditions or for specified periods, exempt from the provisions of
Section 25210 or Section 25230 any class of persons specified in such
rules.

25206. A broker licensed by the Real Estate Commissioner is exempt
from the provisions of Section 25210 when engaged in transactions in
any interest in any general or limited partnership, joint venture,
unincorporated association, or similar organization (but not a
corporation) owned beneficially by no more than 100 persons and
formed for the sole purpose of, and engaged solely in, investment in
or gain from an interest in real property, including, but not limited
to, a sale, exchange, trade, or development. An interest held by a
husband and wife shall be considered held by one person for the
purposes of this section.

25207. A financial institution that undertakes activities with
respect to an investment company pursuant to the provisions of
Section 1338, 6524, 14652.5, or 18022.5 of the Financial Code shall
not be subject to Section 25210 or 25230 in connection with such
activities but shall be subject to Sections 25218, 25234, 25235, and
25237 and to subdivisions (a), (b), and (d) of Section 25216, and
such rules thereunder as the commissioner may specify by rule.
Nothing in this section shall affect the status of such a financial
institution as a broker-dealer or investment adviser, or the
employees of such persons, when engaged in the activities authorized
by the provisions of the Financial Code specified above.

25208. A person licensed as a capital access company under Division
3 (commencing with Section 28000) of Title 4 is exempt from the
provisions of Section 25210 when engaged in the transaction of
business pursuant to the requirements of the Capital Access Company
Law and the regulations promulgated thereunder.

25209. Section 25210 shall not apply to an agent of an issuer when
engaged in transactions exempted by subdivision (q) of Section 25102,
provided that the agent is a life agent licensed in California or in
the state of domicile of the purchaser.