N.Y. General Business Law 352-B – Non-resident brokers, dealers, salesmen and investment advisors; designation of secretary of state as agent for service of process; servi…
§ 352-b. Non-resident brokers, dealers, salesmen and investment advisors; designation of secretary of state as agent for service of process; service of process. 1. Any person, partnership, corporation, company, trust or association resident or having his or its principal place of business without the state or organized under and by virtue of the laws of a foreign state, who or which shall do business in this state as a broker, dealer, salesman or investment advisor, as defined in section three hundred fifty-nine-e or three hundred fifty-nine-eee of this article, or any partner, principal, officer or director of such broker, dealer or investment advisor shall be deemed to have irrevocably appointed the secretary of state as his or its agent upon whom may be served any summons, complaint, subpoena, subpoena duces tecum, notice, order, judgment or other process directed to such person, partnership, corporation, company, trust or association, or any partner, principal, officer or director thereof, in any action, investigation or proceeding brought or conducted by the attorney general under the provisions of this article arising out of or in connection with any transaction, matter or thing relating to the practices, affairs, management or business of such person, partnership, corporation, company, trust or association, or any partner, principal, officer or director thereof. Any such person, partnership, corporation, company, trust or association, or any partner, principal, officer or director thereof, may file with the secretary of state a designation, in terms complying herewith, duly acknowledged, irrevocably appointing the secretary of state as his or its agent upon whom may be served any such process; provided, however, that a designation filed with the secretary of state pursuant to § 352 of the business corporation law shall serve also as such designation.
Terms Used In N.Y. General Business Law 352-B
- broker: shall mean and include any person, firm, association or corporation, other than a dealer, engaged in the business of effecting transactions in securities for the account of others within or from this state, but does not include a bank unless such bank is considered a broker under the federal securities exchange act of 1934. See N.Y. General Business Law 359-E
- Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- dealer: shall mean and include any person, firm, association or corporation engaged in the business of buying and selling securities from or to the public within or from this state for his or its own account, through a broker or otherwise, except a bank unless such bank is considered a dealer under the federal securities exchange act of 1934, but does not include any person, firm, association or corporation in so far as he or it buys or sells securities for his or its bona fide investment account, either individually or in some fiduciary capacity. See N.Y. General Business Law 359-E
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- principal: shall mean and include every person or firm directly or indirectly controlling any broker or dealer. See N.Y. General Business Law 359-E
- salesman: shall mean and include every person employed by a broker or dealer as said terms are defined in this section, for the purpose of representing such broker or dealer in the sale or purchase of securities to or from the public within or from this state. See N.Y. General Business Law 359-E
- Service of process: The service of writs or summonses to the appropriate party.
- Subpoena: A command to a witness to appear and give testimony.
- Subpoena duces tecum: A command to a witness to produce documents.
- Summons: Another word for subpoena used by the criminal justice system.
2. Service of such process upon the secretary of state shall be made by personally delivering to and leaving with him or a deputy secretary of state a copy thereof at the office of the department of state in the city of Albany, and such service shall be sufficient service provided that notice of such service and a copy of such process are forthwith sent by the attorney general to such person, partnership, corporation, company, trust or association, by registered or certified mail with return receipt requested, at his or its office as set forth in the "broker-dealer's statement", "salesman's statement" or "investment advisor's statement" filed in the department of law pursuant to section three hundred fifty-nine-e or section three hundred fifty-nine-eee of this article, or in default of the filing of such statement, at the last address known to the attorney general. Service of such process shall be complete on receipt by the attorney general of a return receipt purporting to be signed by the addressee or a person qualified to receive his or its registered or certified mail, in accordance with the rules and customs of the post office department, or, if acceptance was refused by the addressee or his or its agent, on return to the attorney general of the original envelope bearing a notation by the postal authorities that receipt thereof was refused.
3. The department of state shall keep a record of each process served upon the secretary of state under this chapter, including the date of service. It shall, upon request made within ten years of such service, issue a certificate under its seal certifying as to the receipt of the process by an authorized person, the date and place of such service and the receipt of the statutory fee. Process served upon the secretary of state under this chapter shall be destroyed by him after a period of ten years from such service.