Terms Used In Utah Code > Title 31A > Chapter 5 > Part 7 - Disclosure of Material Transactions

• Adjudicative proceeding: means :
       (2)(a) an action by a board, commission, department, officer, or other administrative unit of the state that determines the legal rights, duties, privileges, immunities, or other legal interests of one or more identifiable persons, including an action to grant, deny, revoke, suspend, modify, annul, withdraw, or amend an authority, right, or license; and
       (2)(b) judicial review of an action described in Subsection (2)(a). See Utah Code 68-3-12.5
• Administrator: includes "executor" when the subject matter justifies the use. See Utah Code 68-3-12.5
• Agent: means an individual other than a broker-dealer who represents a broker-dealer or issuer in effecting or attempting to effect purchases or sales of securities. See Utah Code 61-1-13
• Annuity: A periodic (usually annual) payment of a fixed sum of money for either the life of the recipient or for a fixed number of years. A series of payments under a contract from an insurance company, a trust company, or an individual. Annuity payments are made at regular intervals over a period of more than one full year.
• Annuity: means an agreement to make periodical payments for a period certain or over the lifetime of one or more individuals if the making or continuance of all or some of the series of the payments, or the amount of the payment, is dependent upon the continuance of human life. See Utah Code 31A-1-301
• Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
• Broker-dealer: means a person engaged in the business of effecting transactions in securities for the account of others or for the person's own account. See Utah Code 61-1-13
• Commission: means the Securities Commission created in Section Utah Code 61-1-13
• Commodity: means , except as otherwise specified by the division by rule:
            (1)(f)(i) an agricultural, grain, or livestock product or byproduct, except real property or a timber, agricultural, or livestock product grown or raised on real property and offered or sold by the owner or lessee of the real property;
            (1)(f)(ii) a metal or mineral, including a precious metal, except a numismatic coin whose fair market value is at least 15% greater than the value of the metal it contains;
            (1)(f)(iii) a gem or gemstone, whether characterized as precious, semi-precious, or otherwise;
            (1)(f)(iv) a fuel, whether liquid, gaseous, or otherwise;
            (1)(f)(v) a foreign currency; and
            (1)(f)(vi) all other goods, articles, products, or items of any kind, except a work of art offered or sold by art dealers, at public auction or offered or sold through a private sale by the owner of the work. See Utah Code 61-1-13
• Director: means the director of the division appointed in accordance with Section 61-1-18. See Utah Code 61-1-13
• Division: means the Division of Securities established by Section 61-1-18. See Utah Code 61-1-13
• Embezzlement: In most states, embezzlement is defined as theft/larceny of assets (money or property) by a person in a position of trust or responsibility over those assets. Embezzlement typically occurs in the employment and corporate settings. ^{Source: OCC}
• Federal covered security: means a security that is a covered security under Section 18(b) of the Securities Act of 1933 or rules or regulations promulgated under Section 18(b) of the Securities Act of 1933. See Utah Code 61-1-13
• Filed: means that a filing is:
            (69)(a)(i) submitted to the department as required by and in accordance with applicable statute, rule, or filing order;
            (69)(a)(ii) received by the department within the time period provided in applicable statute, rule, or filing order; and
            (69)(a)(iii) accompanied by the appropriate fee in accordance with:

                 (69)(a)(iii)(A) Section 31A-3-103; or

                 (69)(a)(iii)(B) rule. See Utah Code 31A-1-301
• Fraud: Intentional deception resulting in injury to another.
• Indemnity: means the payment of an amount to offset all or part of an insured loss. See Utah Code 31A-1-301
• Insurance: includes :
            (96)(b)(i) a risk distributing arrangement providing for compensation or replacement for damages or loss through the provision of a service or a benefit in kind;
            (96)(b)(ii) a contract of guaranty or suretyship entered into by the guarantor or surety as a business and not as merely incidental to a business transaction; and
            (96)(b)(iii) a plan in which the risk does not rest upon the person who makes an arrangement, but with a class of persons who have agreed to share the risk. See Utah Code 31A-1-301
• Investment adviser: includes a financial planner or other person who:
                 (1)(q)(ii)(A) as an integral component of other financially related services, provides the investment advisory services described in Subsection (1)(q)(i) to others as part of a business;
                 (1)(q)(ii)(B) holds the person out as providing the investment advisory services described in Subsection (1)(q)(i) to others; or
                 (1)(q)(ii)(C) holds the person out as a financial adviser, financial consultant, or any other similar title as the division may specify in rule made in accordance with Title 63G, Chapter 3, Utah Administrative Rulemaking Act, in any way as to imply that the person is generally engaged in an investment advisory business, including a person who does not hold a securities license and uses a title described in this Subsection (1)(q)(ii)(C) in any advertising or marketing material. See Utah Code 61-1-13
• Investment adviser representative: means a partner, officer, director of, or a person occupying a similar status or performing similar functions, or other individual, except clerical or ministerial personnel, who:
                 (1)(r)(i)(A)

                      (1)(r)(i)(A)(I) is employed by or associated with an investment adviser who is licensed or required to be licensed under this chapter; or

                      (1)(r)(i)(A)(II) has a place of business located in this state and is employed by or associated with a federal covered adviser; and
                 (1)(r)(i)(B) does any of the following:

                      (1)(r)(i)(B)(I) makes a recommendation or otherwise renders advice regarding securities;

                      (1)(r)(i)(B)(II) manages accounts or portfolios of clients;

                      (1)(r)(i)(B)(III) determines which recommendation or advice regarding securities should be given;

                      (1)(r)(i)(B)(IV) solicits, offers, or negotiates for the sale of or sells investment advisory services; or

                      (1)(r)(i)(B)(V) supervises employees who perform any of the acts described in this Subsection (1)(r)(i)(B). See Utah Code 61-1-13
• Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
• Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). ^{Source: OCC}
• Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
• Month: means a calendar month, unless otherwise expressed. See Utah Code 68-3-12.5
• Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
• Person: means :
            (1)(x)(i) an individual;
            (1)(x)(ii) a corporation;
            (1)(x)(iii) a partnership;
            (1)(x)(iv) a limited liability company;
            (1)(x)(v) an association;
            (1)(x)(vi) a joint-stock company;
            (1)(x)(vii) a joint venture;
            (1)(x)(viii) a trust where the interests of the beneficiaries are evidenced by a security;
            (1)(x)(ix) an unincorporated organization;
            (1)(x)(x) a government; or
            (1)(x)(xi) a political subdivision of a government. See Utah Code 61-1-13
• Person: includes :
       (146)(a) an individual;
       (146)(b) a partnership;
       (146)(c) a corporation;
       (146)(d) an incorporated or unincorporated association;
       (146)(e) a joint stock company;
       (146)(f) a trust;
       (146)(g) a limited liability company;
       (146)(h) a reciprocal;
       (146)(i) a syndicate; or
       (146)(j) another similar entity or combination of entities acting in concert. See Utah Code 31A-1-301
• Plea: In a criminal case, the defendant's statement pleading "guilty" or "not guilty" in answer to the charges, a declaration made in open court.
• Premium: includes , however designated:
            (156)(b)(i) an assessment;
            (156)(b)(ii) a membership fee;
            (156)(b)(iii) a required contribution; or
            (156)(b)(iv) monetary consideration. See Utah Code 31A-1-301
• Property: includes both real and personal property. See Utah Code 68-3-12.5
• Reinsurance: means an insurance transaction where an insurer, for consideration, transfers any portion of the risk it has assumed to another insurer. See Utah Code 31A-1-301
• Reinsurer: means a person licensed in this state as an insurer with the authority to assume reinsurance. See Utah Code 31A-1-301
• Rescission: The cancellation of budget authority previously provided by Congress. The Impoundment Control Act of 1974 specifies that the President may propose to Congress that funds be rescinded. If both Houses have not approved a rescission proposal (by passing legislation) within 45 days of continuous session, any funds being withheld must be made available for obligation.
• Restitution: The court-ordered payment of money by the defendant to the victim for damages caused by the criminal action.
• Security: means a:
                 (1)(ee)(i)(A) note;
                 (1)(ee)(i)(B) stock;
                 (1)(ee)(i)(C) treasury stock;
                 (1)(ee)(i)(D) bond;
                 (1)(ee)(i)(E) debenture;
                 (1)(ee)(i)(F) evidence of indebtedness;
                 (1)(ee)(i)(G) certificate of interest or participation in a profit-sharing agreement;
                 (1)(ee)(i)(H) collateral-trust certificate;
                 (1)(ee)(i)(I) preorganization certificate or subscription;
                 (1)(ee)(i)(J) transferable share;
                 (1)(ee)(i)(K) investment contract;
                 (1)(ee)(i)(L) burial certificate or burial contract;
                 (1)(ee)(i)(M) voting-trust certificate;
                 (1)(ee)(i)(N) certificate of deposit for a security;
                 (1)(ee)(i)(O) certificate of interest or participation in an oil, gas, or mining title or lease or in payments out of production under such a title or lease;
                 (1)(ee)(i)(P) commodity contract or commodity option;
                 (1)(ee)(i)(Q) interest in a limited liability company;
                 (1)(ee)(i)(R) life settlement interest; or
                 (1)(ee)(i)(S) in general, an interest or instrument commonly known as a "security" or a certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase an item listed in Subsections (1)(ee)(i)(A) through (R). See Utah Code 61-1-13
• sell: includes a contract for sale of, contract to sell, or disposition of, a security or interest in a security for value. See Utah Code 61-1-13
• State: means a state, territory, or possession of the United States, the District of Columbia, and Puerto Rico. See Utah Code 61-1-13
• Subpoena: A command to a witness to appear and give testimony.
• Surplus: means the excess of assets over the sum of paid-in capital and liabilities. See Utah Code 31A-1-301
• United States: includes each state, district, and territory of the United States of America. See Utah Code 68-3-12.5