Colorado § 11-51-307 - Exempt securities.

§ 11-51-307. Exempt securities.

(1) The following securities are exempted from sections 11-51-301 and 11-51-305:

(a) Any security (including a revenue obligation) issued or guaranteed by the United States, any state, any political subdivision of a state, or any agency or corporate or other instrumentality of one or more of any of them or any certificate of deposit for any of them;

(b) Any security issued or guaranteed by Canada, any Canadian province, any political subdivision of any such province, any agency or corporate or other instrumentality of one or more of any of them, or any other foreign government with which the United States currently maintains diplomatic relations, if the security is recognized as a valid obligation by the issuer or guarantor;

(c) Any security issued by and representing an interest in or a debt of, or guaranteed by, any depository institution organized under the laws of the United States or any depository institution organized and supervised under the laws of any state;

(d) Any security issued or guaranteed by any federal credit union or any credit union, industrial loan association, or similar association organized and supervised under the laws of this state;

(e) Any security issued or guaranteed by any railroad, other common carrier, public utility, or holding company which is: Subject to the jurisdiction of the surface transportation board; a registered holding company under the federal "Public Utility Holding Company Act of 1935" or a subsidiary of such a company within the meaning of that act; or regulated in respect of its issuance or guarantee of the security by a governmental authority of the United States, any state, Canada, or any Canadian province;

(f) Any security listed or approved for listing upon notice of issuance on any national securities exchange registered under the federal "Securities Exchange Act of 1934", 15 U.S.C. sec. 78f, as amended, or any other security of the same issuer that is of a senior or substantially equal rank; any security called for by subscription rights or warrants so listed, designated, or approved; or any warrant or right to purchase or subscribe to any of them;

(g) Any security which is issued by any person organized and operated not for private profit but exclusively for religious, educational, benevolent, or charitable purposes or as a chamber of commerce or trade or professional association and which is offered or sold to a bona fide constituent or member of such organization or association, if no direct or indirect commission or remuneration is paid in connection with the offer or sale of such security except to a licensed broker-dealer; or any security which is issued by any cooperative association engaged in the sale or production of electricity and regulated by the public utilities commission of this state;

(h) Any commercial paper which arises out of a current transaction or the proceeds of which have been or are to be used for current transactions and which evidences an obligation to pay cash within nine months of the date of issuance, exclusive of days of grace, or any renewal of such paper which is likewise limited, or any guarantee of such paper or of any such renewal;

(i) Any security issued in connection with an employee's stock purchase, savings, pension, profit-sharing, or similar benefit plan; and

(j) Any security issued by a cooperative association as defined in article 55 of title 7, C.R.S.

(k) Repealed.

(2) Repealed.

Source: L. 90: Entire article R&RE, p. 715, § 1, effective July 1. L. 2001: (1)(e) amended, p. 1267, § 7, effective June 5. L. 2008: (1)(f) amended, p. 21, § 10, effective August 5. L. 2018: (1)(k) and (2) repealed, (HB 18-1388), ch. 280, p. 1756, § 5, effective August 8.

Editor's note: This section is similar to former § 11-51-113 as it existed prior to 1990.

Cross references: For the "Public Utility Holding Company Act of 1935", see Pub.L. 74-333, codified at 15 U.S.C. § 79 et seq.

ANNOTATION

Law reviews. For article, "Criminal Prosecutions under the Colorado Securities Act", see 47 U. Colo. L. Rev. 233 (1976). For article, "Securities Registration Considerations in Condominium Developments", see 11 Colo. Law. 2795 (1982).

Annotator's note. The following annotations include cases decided under former provisions similar to this section.

Parallels federal acts. The Colorado securities act parallels the federal securities act of 1933 and the securities and exchange act of 1934. Sauer v. Hays, 36 Colo. App. 190, 539 P.2d 1343 (1975).

The burden of proof lies upon the party claiming an exemption. Lowery v. Ford Hill Inv. Co., 192 Colo. 125, 556 P.2d 1201 (1976).

This section values information over mere disclaimers. Lowery v. Ford Hill Inv. Co., 192 Colo. 125, 556 P.2d 1201 (1976).

The crux of the registration requirement is disclosure of information sufficient to allow informed decision-making by the investors as a class. Lowery v. Ford Hill Inv. Co., 192 Colo. 125, 556 P.2d 1201 (1976).

The mere fact that seller cautioned buyers about the investment qualities of a purchase does not meet the degree of disclosure or access required by this section. Lowery v. Ford Hill Inv. Co., 192 Colo. 125, 556 P.2d 1201 (1976).

Applied in Brooks v. Land Drilling Co., 574 F. Supp. 1050 (D. Colo. 1983).