Arizona § 44-1941 - Application for registration as dealer; contents; filing; consent to service of process; fee; exemption

§ 44-1941. Application for registration as dealer; contents; filing; consent to service of process; fee; exemption

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:

1. The name of the applicant.

2. The address of the principal place of business of the applicant and the addresses of all branch offices, if any, of the applicant in this state.

3. The character of business organization of the applicant and the date of organization.

4. The names and business addresses of all members, partners, officers, directors, trustees or managers of the applicant, a statement of the limitations, if any, of the liability of any partner, member, manager or trustee and a statement setting forth in chronological order the business history of each partner, member, officer, director, trustee or manager during the preceding ten years.

5. A brief description of the general character of the business conducted or to be conducted by the applicant.

6. A list of each state in which the applicant is registered as a dealer and whether or not the registration of the applicant as a dealer has been refused, cancelled, suspended or withdrawn in any state and, if so, a complete statement of the facts with respect thereto.

7. A statement showing whether the applicant is registered as a dealer under the securities exchange act of 1934 and whether any such registration of the applicant has been denied, revoked or suspended or made the subject of proceedings for denial, revocation or suspension by the SEC.

8. The name of each organization of dealers of which the applicant is a member, or before which any application for membership on the part of the applicant is pending, and whether any such membership of the applicant has been denied, revoked or suspended or made the subject of proceedings for denial, revocation or suspension.

9. The name of each securities exchange of which the applicant or any of its partners, officers, directors, trustees, members, managers or employees is a member and whether any such membership has been denied, revoked or suspended or made the subject of proceedings for denial, revocation or suspension.

10. For an applicant that is subject to the securities exchange act of 1934, any financial information that is required to be provided to the SEC or its designee, under the securities exchange act of 1934 to the extent requested by the commission.  All other applicants shall provide an audit report of an independent certified public accountant together with a balance sheet and related statements of income or operations, stockholders' equity or retained earnings and cash flows that reflect the dealer's financial position, results of operations and cash flows.  The financial statements listed in this subsection must be prepared in conformity with generally accepted accounting principles and examined in accordance with generally accepted auditing standards as of the most recent practicable date before the date of the application or the financial information established by the commission by rule.

11. A statement showing whether the applicant or an officer, director, partner, member, trustee or manager of the applicant has within the past ten years been convicted of or charged with a felony or misdemeanor of which fraud is an essential element, or a felony or misdemeanor involving the purchase or sale of securities or arising out of the conduct of the business of the applicant as a dealer in securities, and, if so, a complete statement of the facts with respect to the felony or misdemeanor.

12. A statement showing whether the applicant, or any officer, director, partner, member, trustee or manager of the applicant, has been enjoined or restrained by a court of competent jurisdiction in connection with any transaction involving the purchase or sale of securities and, if so, a complete statement of the facts with respect to the transaction.

B. An application for registration as a dealer shall be accompanied by a written consent to service of process on the commission in actions against that dealer, conforming to the requirements of section 44-1862, and payment of the registration fee prescribed by section 44-1861, subsection A or B.

C. The commission by rule or order may provide limited registration requirements for any dealer or class of dealers or exempt any dealer or class of dealers from registration under this article if the commission determines that registration is not necessary to protect the public interest due to the special characteristics of the securities or transactions in which the dealer or class of dealers is involved.