SECTIONS 25540-25542 - California Statutes

CORPORATIONS CODE

SECTION 25540-25542

25540. (a) Except as provided for in subdivision (b), any person
who willfully violates any provision of this division, or who
willfully violates any rule or order under this division, shall upon
conviction be fined not more than one million dollars ($1,000,000),
or imprisoned in the state prison, or in a county jail for not more
than one year, or be punished by both that fine and imprisonment; but
no person may be imprisoned for the violation of any rule or order
if he or she proves that he or she had no knowledge of the rule or
order.
(b) Any person who willfully violates Section 25400, 25401, or
25402, or who willfully violates any rule or order under this
division adopted pursuant to those provisions, shall upon conviction
be fined not more than ten million dollars ($10,000,000), or
imprisoned in the state prison for two, three, or five years, or be
punished by both that fine and imprisonment.
(c) Any issuer, as defined in Section 2 of the Sarbanes-Oxley Act
of 2002 (Public Law 107-204), who willfully violates Section 25400,
25401, or 25402, or who willfully violates any rule or order under
this division adopted pursuant to those provisions, shall upon
conviction be fined not more than twenty-five million dollars
($25,000,000), or imprisoned in the state prison for two, three, or
five years, or be punished by both that fine and imprisonment.

25541. (a) Any person who willfully employs, directly or
indirectly, any device, scheme, or artifice to defraud in connection
with the offer, purchase, or sale of any security or willfully
engages, directly or indirectly, in any act, practice, or course of
business which operates or would operate as a fraud or deceit upon
any person in connection with the offer, purchase, or sale of any
security shall upon conviction be fined not more than ten million
dollars ($10,000,000), or imprisoned in the state prison for two,
three, or five years, or be punished by both that fine and
imprisonment.
(b) Any issuer, as defined in Section 2 of the Sarbanes-Oxley Act
of 2002 (Public Law 107-204), who willfully violates subdivision (a)
shall upon conviction be fined not more than twenty-five million
dollars ($25,000,000), or imprisoned in the state prison for two,
three, or five years, or be punished by both that fine and
imprisonment.

25542. Nothing in this law limits the power of the state to punish
any person for any conduct which constitutes a crime under any other
statute.