(65.) For example, section 101 of the Uniform Securities Act makes it unlawful for any person, in connection with the offer, sale, or purchase of any security, directly or indirectly
(67.) Section 410 of the Uniform Securities Act expressly provides a private right of action against one that offers or sells securities through "any untrue statement of a material fact." Id.
Section 101 of the Uniform Securities Act is modeled after Rule 10b-5 and Section 10(b) of the Securities Exchange Act of 1934.
While Section 410(h) of the Uniform Securities Act expressly prohibits a court from implying that right of action, many states have not adopted this portion of Section 410(h).
A person who willfully violates the Michigan Uniform Securities Act
or an order issued under that Act is guilty of a felony punishable by imprisonment for not more than 10 years or a fine of not more than $500,000 for each violation, or both.
This is in stark contrast to many other states (as well as the model Uniform Securities Act
), which require an advisory firm with a place of business in that state to register before taking on its first advisory client.
It was believed that adoption of a more modern and uniform securities act
would promote legitimate capital formation and improve the state's reputation among investment managers and entrepreneurs as a place to do business.
The National Conference of Commissioners on Uniform Laws (NCCUL) promulgated the Uniform Securities Act
of 1956, which has been adopted at one time or another, in whole or in part, by 37 jurisdictions.
Advisors must adhere to the disclosure policies in order to "best comply with the Massachusetts Uniform Securities Act
and meet the fiduciary duties owed to their clients," according to Commonwealth Secretary William F.
The NASAA rules are designed to help an investment advisor "create a plan," NASAA states, with both the model rule and guidance written pursuant to Section 203 of the Uniform Securities Act
of 1956 and Section 411 of the Uniform Securities Act
Though each state has its own specific laws in this regard, NASAA's Investment Adviser FAQ points out that the Uniform Securities Act
(upon which many state securities laws are modeled) includes anyone "who solicits, offers, or negotiates for the sale of or sells investment advisory services" within the definition of investment advisor representative.