Title 3 . Commerce, Community, and Economic Development

Chapter 8 . Land Sales

Section 16. Transferred or successor registration or notice

3 AAC 08.016. Transferred or successor registration or notice

(a) A broker-dealer or an issuer may apply to the administrator to transfer its agent's registration in order to transfer the business of the agent to other registered broker-dealers or issuers. The agent may not conduct the business of an agent after transfer until the transferred registration is effective under this chapter.

(b) A broker-dealer or issuer who is also not registered with NASD or required by federal law to be registered with NASD shall transfer an agent's affiliation from another broker-dealer or issuer by filing with the administer a signed, complete NASDR Form U-4, or its successor, with "AK" checked, together with the applicable fee as provided in 3 AAC 08.015.

(c) A broker-dealer that is a member of NASD or is required by federal law to be a NASD member shall transfer an agent's affiliation from another NASD broker-dealer by filing the appropriate application with the CRD, or any successor system, and shall comply with applicable NASD rules regarding filing requirements, dates, and payments of applicable fees set out in 3 AAC 08.015. An application filed under this subsection is processed as an initial applications in accordance with 3 AAC 08.010 and 3 AAC 08.011.

(d) A registered broker-dealer may register a successor by filing with the administrator the following:

(1) a current, complete, and signed copy of SEC Form BD, or its successor, with "AK" checked;

(2) a list of registered agents associated or to be associated with the successor broker-dealer;

(3) the applicable fee under 3 AAC 08.015 for each agent for applying for transfer of registration;

(4) if the successor is a broker-dealer who is also registered with NASD, the application for transfer of agents must be filed and processed through the CRD system, or any successor system.

(e) If a broker-dealer succeeds to and continues the business of another broker-dealer, the registration of the predecessor broker-dealer is effective as the registration of the successor broker-dealer for 60 days after that succession or until the last day of the calendar year, whichever is sooner, but only if the successor broker-dealer has filed the SEC Form BD, or its successor, with the administrator within 30 days after the succession or before the last day of the calendar year, whichever occurs earlier.

(f) If a broker-dealer partnership that is not registered with the administrator succeeds to and continues the business of a predecessor partnership that was registered as a broker-dealer and files an SEC Form BD, or its successor, with the administrator to reflect changes in the partnership the administrator will treat a SEC Form BD, or its successor, as an application for registration under this chapter. The administrator will take this action even though the form filed may be designated as an amendment to an existing registration of the predecessor partnership under this chapter.

(g) A registered state investment adviser or federal covered adviser that filed notice under this chapter may register or notice a successor by filing the following:

(1) a current, complete, and signed copy of SEC Form ADV, or its successor, and, in the case of a federal covered adviser, a copy of the most current SEC Schedule I, or its successor;

(2) a list of the names and CRD numbers, if applicable, of currently registered investment adviser representatives previously approved by this state associated or to be associated with the successor;

(3) for an initial application for investment adviser representative, a complete, current, and signed NASDR Form U-4, or its successor, together with evidence the investment adviser representative has satisfied the qualification requirements of 3 AAC 08.013; and

(4) applicable fees for each initial application for registration as an investment adviser representative and for the transfer registration or notice fee as provided in 3 AAC 08.015.

(h) If a state investment adviser registered under this chapter or a federal covered adviser that filed notice under this chapter succeeds to and continues the business of another state investment adviser registered under this chapter or a federal covered adviser that filed notice under this chapter, the registration or notice of the predecessor is effective as the registration or notice of the successor for the unexpired portion of the predecessor's registration or notice. If, after the succession, the resulting entity is a federal covered adviser, the notice of succession remains valid as the filing of notice required of a federal covered adviser, whether the predecessor had been registered under AS 45.55 as a state investment adviser or noticed as a federal covered adviser.

(i) The administrator will treat a SEC Form ADV as an application for registration or notice even though the form was designated as an amendment if

(1) the form was filed by the state investment adviser partnership or federal covered adviser partnership that is not registered or noticed when the form was filed;

(2) the partnership described in (1) of this subsection succeeds to and continues the predecessor partnership registered as a state investment adviser or noticed as a federal covered adviser; and

(3) the form was filed to reflect the changes in partnership and to furnish required information concerning any new partners.

History: Eff. 10/1/99, Register 151

Authority: AS 45.55.040

AS 45.55.050

AS 45.55.060

AS 45.55.950