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Broker-Dealer And Agent Registration Instructions BD-REG - Tennessee
| Broker-Dealer And Agent Registration Instructions Form. This is a Tennessee form and can be used in Securities Blue Sky Secretary Of State . |
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STATE OF TENNESSEE DEPARTMENT OF COMMERCE AND INSURANCE SECURITIES DIVISION 500 JAMES ROBERTSON PARKWAY, SUITE 680 NASHVILLE, TENNESSEE 37243 615-741-2947 BROKER-DEALER AND AGENT REGISTRATION INSTRUCTIONS [Revised November 19, 2003] I. REGISTRATION OF BROKER-DEALERS A. NASD MEMBERS: 1. Submit Form BD electronically through Web CRD by designating the Tennessee jurisdiction box in Item 2 of Form BD. 2. Submit a broker-dealer registration filing fee of $200.00 for Tennessee through Web CRD. 3. Please call the NASD Gateway Call Center at (301) 590-6500 or (301) 869-6699 with any questions about Web CRD filing procedures for Form BD & NASD required exhibits such as fingerprint cards, court documents, entitlement forms and Web CRD check deposits. 4. Financial Statements - Submit either a., b., or c. directly to the Tennessee Securities Division at the address noted in instruction A12 below: a. Certified audited financial statements as of a date not more than 90 days prior to the filing of your application b. Most recent annual report filed pursuant to Rule 17a-5 of the Securities Exchange Act of 1934, plus all subsequent quarterly FOCUS Reports filed since date of annual report. c. If applicant is a company that has not yet had an audit performed pursuant to its first fiscal year of existence, it may, in lieu of complying with subpart 4a herein, submit an unaudited balance sheet and income statement as of a date not more than 30 days prior to the date of submission certified by an executive officer of the company and a Designation of Accountant (sample format attached). d. Net Capital Requirements for NASD Members and Exchange Members: (1) All broker-dealers who are members of the NASD or a national exchange, or are registered with the SEC shall have and maintain net capital in such minimum amounts as are prescribed for their activities under Rule 15c3-1 promulgated under the 1934 Act. 1 American LegalNet, Inc. www.FormsWorkFlow.com (2) The aggregate indebtedness of each broker-dealer described in Item 1. to all other persons shall not exceed the levels prescribed under Rule 15c3-1 promulgated under the 1934 Act. For purposes of this subparagraph, the term "net capital" shall have the same meaning as in Rule 15c3-1 promulgated under the 1934 Act. (3) 5. Identify by full name and CRD number the initial agents for whom the broker-dealer has submitted applications for agent registration in Tennessee if such individuals do not appear on the broker-dealer's Form BD Schedule A or B. The registration of a firm as a broker-dealer in Tennessee does not result in the registration as an agent of any partner, officer, director, or any person occupying a similar status with the firm. A partner, officer, director, or a person occupying a similar status with a registered broker-dealer must register individually as an agent if he desires to act as an agent from, in, or into Tennessee or if he receives compensation specifically related to purchases or sales of securities from, in or into Tennessee. 6. Evidence of a passing score on an appropriate principal's examination taken by the executive officers or principals of the broker-dealer. If the managing principals do not appear on Form BD Schedule A or B, identify by full name and CRD number the relevant general principals, finance and operational principals, municipal principals, option principals, government securities principals and other managing principals. 7. If the broker-dealer indicates the business types TAP, TAS or PLA in Form BD Items 12T or 12W, provide a sample offering document for the type of securities which may be offered by the broker-dealer to residents of Tennessee. 8. If the broker-dealer answers "Yes" to Form BD Items 7, 8 or 9 in Web CRD and discloses a broker-dealer in Section IV of Schedule D, enter the CRD number of the disclosed brokerdealer in Section IV of Schedule D. 9. Clear all outstanding Form BD deficiencies if any are posted in Web CRD at the time the broker-dealer applies in Tennessee. 10. Clear all outstanding Disclosure Deficiency or Inquiry letters in Web CRD, if any are posted at the time the broker-dealer applies in Tennessee, for all individuals who appear on the broker-dealer's Form BD Schedule A or B. 11. The Securities Division will review publicly available information relating to the brokerdealer in conjunction with the broker-dealer's filing for registration in Tennessee. To hasten this review, broker-dealers may provide their internet website address, if any. 12. The information required in Items A4, A5, A6, A7 and A11 above may be submitted in paper format directly to the Tennessee Securities Division at the following address: Tennessee Securities Division Broker-Dealer Section 500 James Robertson Parkway, Suite 680 Nashville, TN 37243-0583 2 American LegalNet, Inc. www.FormsWorkFlow.com B. OTHER BROKER-DEALERS: 1. Submit a complete Form BD, fee, and financials to the Tennessee Department of Commerce & Insurance, Securities Division, Broker-dealer Section, Suite 680, 500 James Robertson Parkway, Nashville, TN 37243-0583. 2. Submit a filing fee of $200.00. Checks should be made payable to the Tennessee Department of Commerce and Insurance. 3. Financial Statement - Submit either a., b., or c.: a. Certified audited financial statement as of a date not more than 90 days prior to the filing of the broker-dealer's application. b. Most recent annual report filed pursuant to Rule 17a-5 of the Securities Exchange Act of 1934, plus all subsequent quarterly FOCUS Reports. c. If applicant is a company that has not yet had an audit performed pursuant to its first fiscal year of existence, it may, in lieu of complying with Item A, submit an unaudited balance sheet certified by an executive officer of the company and accompanied by a Designation of Accountant form (enclosed). 4. Net Capital Requirements for Non-NASD Broker-dealers and Non-exchange Members: a. Each broker-dealer shall have and maintain a minimum net capital of $25,000. If such broker-dealer has a net capital of less than $l00,000, it shall post a surety bond of $l0,000. b. For purposes of this subparagraph, net capital shall be defined as total assets less total liabilities (net worth) as computed in accordance with generally accepted accounting principles consistently applied. 5. Evidence of a passing score on an appropriate principal's examination taken by the executive officers or principals of the broker-dealer. II. SURETY BONDS A. NASD and exc
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