§ 17-4-402 — Agent registration requirement and exemptions

Wyoming § 17-4-402

• Jurisdiction: Wyoming
• Title 17: Corporations, Partnerships and Associations
• Ch. 4: SECURITIES
• Art. 4: BROKER-DEALERS, AGENTS, INVESTMENT ADVISERS,

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(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:
(i) An individual who represents a broker-dealer in
effecting transactions in this state limited to those described
in section 15(h)(2) of the Securities Exchange Act of 1934 (15
U.S.C. § 78(o)(2));
(ii) An individual who represents a broker-dealer
that is exempt under W.S. 17-4-401(b) or (d);
(iii) 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, 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;
(iv) An individual who represents an issuer and who
effects transactions in the issuer's securities exempted by W.S.
17-4-202, other than W.S. 17-4-202(a)(xi) and (xiv);
(v) An individual who represents an issuer that
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)(D) of the
Securities Act of 1933 (15 U.S.C. § 77r(b)(3) or 77r(b)(4)(D))
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;
(vi) An individual who represents a broker-dealer
registered in this state under W.S. 17-4-401(a) or exempt from
registration under W.S. 17-4-401(b) 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;
(vii) An individual who represents an issuer in
connection with the purchase of the issuer's own securities;
(viii) An individual who represents an issuer and who
restricts participation to performing clerical or ministerial
acts; or
(ix) 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.