OAR 441-065-0130
Bad Actor Disqualification

(1)

Subject to (3) of this rule the Director may deny an application to register a SOAR or SCOR Offering if the applicant or affiliated parties are disqualified for the following reasons:

(a)

Federal Disqualification. Applicant is disqualified under Securities Act Regulation A (17 CFR 230.251 et seq.) or Regulation D (17 CFR 230.504 or 17 CFR 230.506) ; or

(b)

Oregon Disqualification. Any of the parties of interest:
(A) Filed a registration statement that is the subject of an effective stop order entered by any state, territory of the United States, or the District of Columbia within five years prior to the submission of the application;

(B)

Was convicted within five years of the submission of:
(i)
Any felony or misdemeanor in connection with the offer, purchase or sale of any security or involving the making of a false filing with a state, territory of the United States, or the District of Columbia; or
(ii)
Any felony involving fraud or deceit including but not limited to forgery, embezzlement, obtaining money under false pretenses, larceny or conspiracy to defraud.

(C)

Is subject to an administrative order or injunction issued by any state, territory of the United States, or the District of Columbia within five years prior to the submission of the application in which fraud or deceit, including but not limited to making untrue statements of material facts and omitting to state material facts in connection with the purchase, offer, or sale of securities, was found; or

(D)

Is subject to any order, judgment or decree of any court of competent jurisdiction in any state, territory of the United States, or the District of Columbia entered within five years of the submission of the application that restrains or enjoins the party of interest from engaging in or continuing any conduct or practice in connection with the purchase or sale of any security or the making of any false filing with that jurisdiction.

(2)

Section (1)(b) of this rule shall not apply if the party of interest subject to the disqualification is a broker-dealer, salesperson, investment advisor, or investment advisor representative that is duly licensed to conduct business in the jurisdiction in which the disqualifying event was entered, or if the broker-dealer employing such person of interest is licensed in Oregon and the Uniform Application for Broker-Dealer Registration on SEC Form BD filed with Oregon discloses the order, conviction, judgment, or decree.

(3)

Notwithstanding the requirements of subsection (1)(b) of this rule, the Director may approve the application if the Director finds that the public is adequately protected and:

(a)

The applicant provides sufficient facts allowing the Director to determine the public is adequately protected; or

(b)

The jurisdiction that issued the order, judgement, or decree states that the person of interest or applicant should not be subject to disqualification.

Source: Rule 441-065-0130 — Bad Actor Disqualification, https://secure.­sos.­state.­or.­us/oard/view.­action?ruleNumber=441-065-0130.

441–065–0001
Fees for Registration of Securities 441–065–0010
Types of Registration 441–065–0015
When Registration Application Deemed Abandoned 441–065–0020
Registration by Qualification 441–065–0030
Registration by Filing 441–065–0035
Registration by Multijurisdictional Coordination 441–065–0040
Registration for Resale, or Dealing and Trading 441–065–0050
Condominium Securities 441–065–0060
Creation of Classifications 441–065–0070
Definitions 441–065–0080
General Requirements and Limitations 441–065–0090
Integration 441–065–0100
Information Requirements - General 441–065–0110
Public Advertising and General Solicitation 441–065–0130
Bad Actor Disqualification 441–065–0140
Limitation on Selling Expenses 441–065–0150
Escrow of Proceeds 441–065–0160
Rescission of Improvident Sales Including Oversales 441–065–0180
Licensing of Salespersons 441–065–0190
Filings and Reports 441–065–0200
Records 441–065–0210
Waiver of Provisions 441–065–0220
Small Offering Abbreviated Registration (SOAR) Procedure for Offerings Not Exceeding $1,000,000 (Including Under SEC Rule 504) 441–065–0221
Application and Information Requirements for a SOAR Offering 441–065–0222
SOAR Offering Disclosure Requirements 441–065–0223
Denial or Approval of a SOAR Offering Application by the Director 441–065–0224
Retroactive Registration of SOAR Securities that Exceed the Amount Registered 441–065–0225
Registration for a Small Corporate Offering Registration (SCOR) Procedure for Offerings Not Exceeding $5,000,000 441–065–0250
Definitions 441–065–0260
Optional Registration Procedures for Securities Involving Real Estate Paper
Last Updated

Jun. 8, 2021

Rule 441-065-0130’s source at or​.us