North Carolina Statutes

Chapter 78A North Carolina Securities Act

Article 1 - Title and Definitions.

  • § 78A-1   Title
    This Chapter shall be known and may be cited as the North Carolina Securities Act. (1925, c. 190, s. 1; 1927, c. 149, s. 1;...
  • § 78A-2   Definitions
    When used in this Chapter, unless the context otherwise requires: (1) "Administrator" means the Secretary of State. (2) "Dealer" means any person engaged in the...
  • § 78A-3 through 78A-7   Reserved for future codification purposes

Article 2 - Fraudulent and Other Prohibited Practices.

  • § 78A-8   Sales and purchases
    It is unlawful for any person, in connection with the offer, sale or purchase of any security, directly or indirectly: (1) To employ any device,...
  • § 78A-9   Misleading filings
    It is unlawful for any person to make or cause to be made, in any document filed with the Administrator or in any proceeding under...
  • § 78A-10   Unlawful representations concerning registration or exemption
    (a) Neither (i) the fact that an application for registration under Article 5 or a registration statement under Article 4 has been filed nor (ii)...
  • § 78A-11   Unlawful telephone rooms
    It is unlawful for any person to willfully manage, supervise, control, or own, directly or indirectly, either alone or in association with others, any telephone...
  • § 78A-12   Manipulation of market
    (a) In addition to the prohibitions of G.S. 78A‑8, it is unlawful for any person to do any of the following: (1) Willfully quote a...
  • § 78A-13   Disclosures required in offer and sale of viaticals
    (a) Disclosures Required Prior to Signing of Purchase Agreement or Transfer of Consideration. The following disclosures shall be required in the offer and sale of...
  • § 78A-14   Advertising of Viatical Settlement Contracts
    (a) The purpose of this section is to provide prospective viatical settlement purchasers with clear and unambiguous statements in the advertisement of viatical settlement contracts...
  • § 78A-15   Reserved for future codification purposes

Article 3 - Exemptions.

  • § 78A-16   Exempt securities
    The following securities are exempted from G.S. 78A‑24 and 78A‑49(d): (1) Any security (including a revenue obligation) issued or guaranteed by the United States, any...
  • § 78A-17   Exempt transactions
    Except as otherwise provided in this Chapter, the following transactions are exempted from G.S. 78A‑24 and G.S. 78A‑49(d): (1) Any isolated nonissuer transaction, whether effected...
  • § 78A-18   Denial and revocation of exemptions
    (a) The Administrator may by order deny or revoke any exemption specified in subdivision (9), (11), or (15) of G.S. 78A‑16 or in 78A‑17 with...
  • § 78A-19 through 78A-23   Reserved for future codification purposes

Article 4 - Registration and Notice Filing Procedures of Securities.

  • § 78A-24   Registration requirement
    It is unlawful for any person to offer or sell any security in this State unless (i) it is registered under this Chapter, (ii) the...
  • § 78A-25   Registration by notification
    (a) The following securities may be registered by notification whether or not they are also eligible for registration by coordination under G.S. 78A‑26: (1) Any...
  • § 78A-26   Registration by coordination
    (a) Any security for which a registration statement has been filed under the Securities Act of 1933 in connection with the same offering may be...
  • § 78A-27   Registration by qualification
    (a) Any security may be registered by qualification upon the following conditions. (b) A registration statement under this section shall contain the following information and...
  • § 78A-28   Provisions applicable to registration generally
    (a) A registration statement may be filed by the issuer, any other person on whose behalf the offering is to be made, or a registered...
  • § 78A-29   Denial, suspension, and revocation of registration
    (a) The Administrator may issue a stop order denying effectiveness to, or suspending or revoking the effectiveness of, any registration statement if he finds (1)...
  • § 78A-30   Application to exchange securities
    (a) When application is made for approval to issue securities or to deliver other consideration (whether or not the security or transaction is exempt from...
  • § 78A-31   Notice filings for securities covered under federal law
    (a) The Administrator, by rule or order, may require the filing of any of the following documents with regard to a security covered under section...
  • § 78A-32 through 78A-35   Reserved for future codification purposes

Article 5 - Registration of Dealers and Salesmen.

Article 6 - Administration and Review.

  • § 78A-45   Administration of Chapter
    (a) This Chapter shall be administered by the Secretary of State. The Secretary of State as Administrator may delegate all or part of the authority...
  • § 78A-46   Investigations and subpoenas
    (a) The Administrator in his discretion (1) May make any investigation within or outside of this State as the Administrator deems necessary to determine whether...
  • § 78A-47   Injunctions; cease and desist orders
    (a) Whenever it appears to the Administrator that any person has engaged or is about to engage in any act or practice constituting a violation...
  • § 78A-48   Judicial review of orders
    (a) Any person aggrieved by a final order of the Administrator may obtain a review of the order in the Superior Court of Wake County...
  • § 78A-49   Rules, forms, orders, and hearings
    (a) The Administrator may from time to time make, amend, and rescind such rules, forms, and orders as are necessary to carry out the provisions...
  • § 78A-50   Administrative files and opinions
    (a) A document is filed when it is received by the Administrator. (b) The Administrator shall keep a register of all applications for registration and...
  • § 78A-51 through 78A-55   Reserved for future codification purposes

Article 7 - Civil Liabilities and Criminal Penalties.

  • § 78A-56   Civil liabilities
    (a) Any person who: (1) Offers or sells a security in violation of G.S. 78A‑8(1), 78A‑8(3), 78A‑10(b), 78A‑13, 78A‑14, 78A‑24, or 78A‑36(a), or of any...
  • § 78A-57   Criminal penalties
    (a) Any person who willfully violates any provision of this Chapter except G.S. 78A‑8, 78A‑9, 78A‑11, 78A‑12, 78A‑13, or 78A‑14 is guilty of a Class...
  • § 78A-58   Obstruction of investigation
    A person is guilty of a Class H felony if the person willfully does any of the following for the purpose of interfering with the...
  • § 78A-59 through 78A-62   Reserved for future codification purposes

Article 8 - Miscellaneous Provisions.

  • § 78A-63   Scope of the Chapter; service of process
    (a) G.S. 78A‑8, 78A‑10, 78A‑13, 78A‑14, 78A‑24, 78A‑31, 78A‑36(a), and 78A‑56 apply to persons who sell or offer to sell when (i) an offer to...
  • § 78A-64   Statutory policy
    This Chapter shall be so construed as to effectuate its general purpose to make uniform the law of those states which enact it and to...
  • § 78A-65   Repeal and saving provisions
    (a) The Securities Law of the State of North Carolina, G.S. 78‑1 through 78‑25, is repealed except as saved in this section. (b) Prior law...
  • § 78A-66   Jurisdictional limitations
    Nothing in this Chapter affects the Viatical Settlements Act or the jurisdiction of the North Carolina Department of Insurance. (2001‑436, s. 14.)