Agent (USA Definition)
An individual representing a broker-dealer or issuer in selling securities.
What is Agent (USA Definition)?
Only individuals can be agents - never firms. Anyone representing a broker-dealer in securities sales must register as an agent. An individual representing an issuer is not an agent when selling exempt securities (such as government or bank securities), in exempt transactions, or to the issuer's employees in a benefit plan with no commission paid. Clerical staff who take no orders and solicit nothing are not agents.
Agent (USA Definition): a worked example
A company officer selling the company's stock to institutional investors, without commission, is not an agent.
More terms in Uniform Securities Act & Registration
Uniform Securities Act (USA)
The model state securities law most states' 'blue sky' statutes are based on.
State Securities Administrator
The official or agency that enforces a state's securities act.
Person (USA Definition)
Anyone who can be held legally responsible - individuals and organizations.
Investment Adviser (USA Definition)
Advises on securities, as a business, for compensation.
Excluded from the Investment Adviser Definition
Banks, incidental professionals, broker-dealers, and publishers are not advisers at all.
Exemptions from State Adviser Registration
An adviser with no office in the state and only institutional or very few clients there.
De Minimis Exemption
No place of business in the state and fewer than 6 clients there in 12 months.
Federal Covered Adviser
An adviser registered with the SEC rather than the states.
All Uniform Securities Act & Registration terms · Full glossary