Oklahoma § 71-628 - Denial of effectiveness to, suspension or revocation of

§ 71-628. Denial of effectiveness to, suspension or revocation of

effectiveness of registration.

A. The Administrator may issue a stop order denying

effectiveness to, or suspending or revoking the effectiveness of,

any registration if he or she finds that the order is in the public

interest and that:

1. The registration statement as of its effective date or any

report under subsections I or J of Section 627 of this Code is

incomplete in any material respect or contains any statement which

was, in light of the circumstances under which it was made, false or

misleading with respect to any material fact;

2. Any provision of this Code or any rule, order, or condition

lawfully imposed under this Code has been willfully violated in

connection with the offer or disposition of subdivided lands by the

person filing the registration statement, by the subdivider, any

partner, officer or director of the subdivider, by any person

occupying a similar status or performing similar functions, by any

person directly or indirectly controlling or controlled by the

subdivider, or by any subdivided land sales agent or other person

involved directly or indirectly in the offer or disposition of

subdivided lands;

3. The subdivided lands are the subject of an administrative

stop order or similar order or a permanent or temporary injunction

of any court of competent jurisdiction entered under any federal or

state act applicable to the offer or disposition of the subdivided

lands. Provided, however, the Administrator may not institute a

proceeding against an effective registration statement under this

Oklahoma Statutes - Title 71. Securities

paragraph more than one (1) year from the date of the order or

injunction relied on, and he or she may not enter an order under

this paragraph on the basis of an order or injunction entered under

any other state or federal act unless that order or injunction was

based on facts which would currently constitute a ground for a stop

order under this section;

4. The subdivider's enterprise or method of business includes

or would include activities which are illegal where performed;

5. The offer or disposition of the subdivided lands is or would

be unfair or inequitable to purchasers or has worked, tended to

work, or would work a fraud upon purchasers;

6. The disposition has been made or would be made with

unreasonable commissions or other unreasonable compensation;

7. The applicant or registrant has failed to pay the proper

filing fee. Provided, however, the Administrator may enter only a

denial order under this paragraph and he or she shall vacate any

such order when the deficiency has been corrected;

8. Advertising prohibited by Section 653 of this Code has been

used in connection with the offer or disposition of the subdivided

lands;

9. The financial condition of the subdivider or of any other

person connected with the offer or disposition of subdivided lands

adversely affects or would adversely affect the soundness of the

land purchase; or

10. The subdivider is not in compliance with federal, state, or

local environmental quality standards.

B. The Administrator may not institute a stop order proceeding

against an effective registration statement on the basis of a fact

or transaction known to the Administrator when the registration

statement became effective unless the proceeding is instituted

within sixty (60) days.

C. In a proceeding for registration, within sixty (60) days of

the effective date of such registration statement, the applicant or

registrant has the burden of satisfying the requirements of

subsection A of this section.

D. The Administrator may issue a summary order denying,

postponing, suspending, or revoking the effectiveness of the

registration statement pending final determination of any proceeding

under this section. Upon the entry of the order, the Administrator

shall promptly notify each person specified in subsection E of this

section that the order has been entered, the reasons for the entry

of order, and that each such person has a right to request a hearing

under subsection A of Section 661 of this Code. If no hearing is

requested and none is ordered by the Administrator, the order will

remain in effect until it is modified or vacated by the

Administrator.

Oklahoma Statutes - Title 71. Securities

E. No stop order may be entered under this section except under

subsection D of this section unless there has been appropriate prior

notice to the applicant or registrant, to the subdivider and to the

person on whose behalf the lands are to be or have been offered, an

opportunity for hearings and the making of written findings of fact

and conclusions of law.

F. The Administrator may vacate or modify a stop order if he

finds that the conditions which prompted the stop order's entry have

changed or that it is otherwise in the public interest to do so.

Added by Laws 1977, c. 95, § 628. Amended by Laws 2022, c. 78, § 5,

eff. Nov. 1, 2022.