February 28, 1990
TO: STATE SECURITIES MEMBERS NO. 2-90
UNIT INVESTMENT TRUST MEMBERS NO. 13-90
RE: COMMENTS ON MASSACHUSETTS PROPOSED RULES
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The Massachusetts Securities Division recently asked for
comments regarding proposed amendments to certain regulations and
the Institute submitted comments on three specific proposals.
The Institute expressed concern that the proposed agent
registration requirement would include individuals that are
generally not required to register as agents of broker-dealers in
the states, specifically, investment advisers who are affiliated
with broker-dealers. The Institute recommended that investment
advisers who render advice concerning the purchase and sale of
securities to particular customers but who do not represent a
broker-dealer in effecting or attempting to effect purchases or
sales of securities be explicitly exempt from the agent
registration requirement.
The Institute also expressed concern that the proposed
amendments to the definition of "non-issuer" and the manual
exemption would preclude the use of the manual exemption for
resales of units of unit investment trusts. The Institute
recommended that Massachusetts provide an exemption for resales
of units of units trusts that were initially registered in
Massachusetts.
The Institute expressed opposition to the proposed
requirement that a copy of all sales literature be filed with the
Director and recommended that the filing requirement be modified
to provide that sales literature that is filed with the National
Association of Securities Dealers or the Securities and Exchange
Commission need not be filed in Massachusetts.
Attached is a copy of the Institute's comment letter. We
will keep you informed of further developments.
Patricia Louie
Assistant General Counsel
Attachment