1. (a) Definitions. Words and terms used in this chapter are also defined in §107.2 of this title (relating to Definitions). The following words and terms, when used in this chapter, shall have the following meanings, unless the context clearly indicates otherwise.

   1. (1) Applicant--A person who submits an application for registration as a dealer or an agent.
   2. (2) Branch office--Each office in Texas in which either records are maintained or control over and review of the activities of registered persons exists.
   3. (3) Branch office manager--The person named by a dealer to supervise the activities of a branch office.
   4. (4) Control--The possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person or company, whether through the ownership of voting securities, by contract, or otherwise.
   5. (5) In this state--As used in the Texas Securities Act, §12, has the same meaning as the term "within this state" as defined in §107.2 of this title (relating to Definitions) and paragraph (8) of this subsection.
   6. (6) NASDR--The National Association of Securities Dealers Regulation, Inc.
   7. (7) Officer--A president, vice president, secretary, treasurer, or principal financial officer, comptroller, or principal accounting officer, or any other person occupying a similar status or performing similar functions with respect to any organization or entity, whether incorporated or unincorporated.

   8. (8) Within this state--

      1. (A) A person is a "dealer" who engages "within this state" in one or more of the activities set out in the Texas Securities Act, §4.C, if either the person or the person's agent is present in this state or the offeree/purchaser or the offeree/purchaser's agent is present in this state at the time of the particular activity. A person can be a dealer in more than one state at the same time.
      2. (B) Likewise, a person is an "agent" who engages "within this state" in one or more of the activities set out in the Texas Securities Act, §4.D, whether by direct act or through subagents except as otherwise provided, if either the person or the person's agent is present in this state or the offeree/purchaser or the offeree/purchaser's agent is present in this state at the time of the particular activity. A person can be an agent in more than one state at the same time.
      3. (C) Offers and sales can be made by personal contact, mail, telegram, telephone, wireless, electronic communication, or any other form of oral or written communication.

2. (b) Registration requirements of dealers, issuers, agents, and branch offices.

   1. (1) Requirements of registration.

      1. (A) No dealer, issuer, or agent of a dealer or issuer shall sell or offer for sale any securities within this state without first being registered as a dealer or agent, or exempt from registration.
      2. (B) Each branch office in Texas must be registered. A registered officer, partner, or agent must be named as branch office manager.

   2. (2) Persons not required to register as an agent.

      1. (A) Registration as an agent is not required for a person, associated with a dealer registered in Texas, who effects a transaction pursuant to the Securities Exchange Act of 1934, §15(h)(3), provided such person is:

         1. (i) not ineligible to register with this state for any reason other than such a transaction; and
         2. (ii) registered with a registered securities association and at least one other state.

      2. (B) For purposes of this paragraph, a person is "ineligible to register with this state," if the person:

         1. (i) has been convicted of a securities-related felony; or
         2. (ii) has been convicted of a theft-related felony.
      3. (C) For purposes of this paragraph, a "registered securities association" is one currently recognized as such by the SEC pursuant to the Securities Exchange Act of 1934, §15A.
      4. (D) Persons not required to register with the Securities Commissioner pursuant to subparagraph (A) of this paragraph, are reminded that the Texas Securities Act prohibits fraud or fraudulent practices in dealing in any manner in any securities whether or not the person engaging in fraud or fraudulent practices is required to be registered. The Agency has jurisdiction to investigate and bring enforcement actions to the full extent authorized in the Texas Securities Act with respect to fraud or deceit, or unlawful conduct by a dealer or agent in connection with transactions involving securities in Texas.

3. (c) Types of registrations.

   1. (1) General registration. A general registration is a registration to deal in all categories of securities, without limitation.

   2. (2) Restricted registration. The restricted registrations are as follows:

      1. (A) registration to deal exclusively in the sale of interests (other than interests in limited partnerships) in oil, gas, and mining leases, fees, or titles or contracts relating thereto;
      2. (B) registration to deal exclusively in municipal securities;
      3. (C) registration to deal exclusively in real estate syndication interests and/or condominium securities, including interests in real estate limited partnerships;
      4. (D) registration to deal exclusively in sales of securities to the dealer's own employees;
      5. (E) registration to deal exclusively in securities issued by open-end investment companies registered under the Texas Securities Act and the Investment Company Act of 1940;
      6. (F) registration for an issuer to deal exclusively in its own securities;
      7. (G) registration to deal exclusively in options on foreign currencies;
      8. (H) registration to deal exclusively in sales of securities in direct participation programs;
      9. (I) registration to deal exclusively in government securities;
      10. (J) registration to accept orders unsolicited by such person from existing customers of the dealer;
      11. (K) registration to deal exclusively in corporate securities;
      12. (L) registration to deal in all general securities except municipal securities; and
      13. (M) registration with other restrictions which the Securities Commissioner may impose based upon the facts.
   3. (3) In restricted registrations, the evidence of registration shall indicate that the holder thereof is entitled to act as a dealer only in the specified issue or category of securities.

Source Note:The provisions of this §115.1 adopted to be effective August 12, 2001, 26 TexReg 5794.