PURPOSE: The commissioner of securities under the direction of the secretary of state administers the Missouri Model Commodities Code, sections 409.800–09.836, RSMo. The commissioner may make rules, forms and orders as are necessary to carry out the provisions of the Code and may define terms, whether or not used in the Code, insofar as the definitions are not inconsistent with the Code. This rule defines certain terms used in the administration of the Code and in the rules, forms and orders.

PUBLISHER’S NOTE: The secretary of state has determined that the publication of the entire text of the material which is incorporated by reference as a portion of this rule would be unduly cumbersome or expensive. Therefore, the material which is so incorporated is on file with the agency who filed this rule, and with the Office of the Secretary of State. Any interested person may view this material at either agency’s headquarters or the same will be made available at the Office of the Secretary of State at a cost not to exceed actual cost of copy reproduction. The entire text of the rule is printed here. This note refers only to the incorporated by reference material.

1. (1) When the terms listed in subsections (1)(A)–Q) are used in sections 409.800– 409.863, RSMo, this chapter of rules, the forms and the orders of the commissioner issued under sections 409.800 409.863, RSMo (1986) and this chapter of rules, the following meanings shall apply (unless the context requires otherwise), to the extent that they are not inconsistent with definitions provided in sections 409.800–409.863, RSMo:

   1. (A) Affiliate means a person who, directly or indirectly, through one (1) or more intermediaries, controls, or is controlled by, or is under common control with, another person;
   2. (B) Applicant means the person executing an application or an entity on whose behalf an application is submitted;
   3. (C) Application means the form prescribed or approved by the commissioner for filing in connection with registration as a broker-dealer or sales representative and any information, document, report or memorandum filed as a part of that form or is incorporated by reference and any other documentation, information, report or memorandum required to be filed in connection with registration;
   4. (D) Broker-dealer means commodity broker-dealer as defined in subsection (1)(H) for the purposes of this chapter only;
   5. (E) Certified means, when used in connection with financial statements, certified by an independent certified public accountant in accordance with generally accepted accounting practices;
   6. (F) CFTC means the Commodity Futures Trading Commission;
   7. (G) Code means sections 409.800– 409.863, RSMo (Senate Committee Substitute for House Bill Nos. 409 and 532 enacted into law by the 83rd General Assembly), otherwise known as the Missouri Model Commodities Code;
   8. (H) Commodity broker-dealer means any one (1) person engaged in the business of effecting transactions in commodities under any commodity contract or under any commodity option for the account of other or for his/her own account. Commodity brokerdealer does not include a sales representative (but an individual who is a commodity broker-dealer may also be a sales representative);
   9. (I) Commodity sales representative means any individual (including an individual who is a broker-dealer, a partner, officer or director of a broker-dealer or a person occupying a similar status or performing similar functions) who represents a broker-dealer in effecting or attempting to effect purchases or sales of commodities;
   10. (J) Division means the Division of Securities, Office of Secretary of State for Missouri or the Office of the Commissioner of Securities of Missouri;
   11. (K) NASD means the National Association of Securities Dealers, Inc.;
   12. (L) NFA means the National Futures Association;
   13. (M) For offer or offer to sell, see Kreis v. Mates Investment Fund, Inc., 473 F.2d 1208 (1973);
   14. (N) Parent means an affiliate controlling another person;
   15. (O) Predecessor means a person, a major portion of whose business, assets or control has been acquired by another;
   16. (P) Registrant means an applicant for whom a registration has become effective; and
   17. (Q) Sales representative means commodity sales representative as defined in subsection (1)(I) for the purposes of this chapter only.

AUTHORITY: section 409.836, RSMo 1986.* Emergency rule filed Oct. 2, 1985, effective 15 CSR 30-59 Oct. 12, 1985, expired Feb. 9, 1986. Original rule filed Aug. 22, 1986, effective Jan. 30, 1987.

*Original authority: 409.836, RSMo 1985.