Notwithstanding § 48-1-125(a)(1)(A)(i) and (ii), the following covered securities are exempt from the notice filing and fee requirements set forth in § 48-1-125:

(1) Any covered security sold to an institutional investor, as defined under § 48-1-102;

Terms Used In Tennessee Code 48-1-126

  • Affiliate: means a person who directly, or indirectly through one (1) or more intermediaries, controls, or is controlled by, or is under common control with, another person. See Tennessee Code 48-1-102
  • Broker-dealer: means any person engaged in the business of effecting transactions in securities for the account of others, or any person engaged in the business of buying or selling securities issued by one (1) or more other persons for such person's own account and as part of a regular business rather than in connection with such person's investment activities. See Tennessee Code 48-1-102
  • Commissioner: means the commissioner of commerce and insurance. See Tennessee Code 48-1-102
  • Covered security: means a security that is, or upon completion of a transaction will be, a covered security under §. See Tennessee Code 48-1-102
  • Institutional investor: means a bank (unless the bank is acting as a broker-dealer as such term is defined in §. See Tennessee Code 48-1-102
  • Security: means any note, stock, treasury stock, bond, debenture, evidence of indebtedness, a life settlement investment or any fractional or pooled interest in a life insurance policy or life settlement investment, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, preorganization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, certificate of interest or participation in an oil, gas, or mining title or lease or in payments out of production under such a title or lease. See Tennessee Code 48-1-102
(2) Any security that is defined to be a covered security pursuant to § 48-1-102 and is exempt from federal securities registration pursuant to § 3(a)(2) of the Securities Act of 1933;
(3) Any security that is defined to be a covered security pursuant to § 48-1-102 and is exempt from federal securities registration pursuant to § 3(a)(3) of the Securities Act of 1933;
(4) Any security that is defined to be a covered security pursuant to § 48-1-102 and is exempt from federal securities registration pursuant to § 3(a)(5) of the Securities Act of 1933;
(5) Any security that is defined to be a covered security pursuant to § 48-1-102 and is exempt from federal securities registration pursuant to § 3(a)(6) of the Securities Act of 1933;
(6) Any security that is defined to be a covered security pursuant to § 48-1-102 and is exempt from federal securities registration pursuant to § 3(a)(7) of the Securities Act of 1933;
(7) Any security that is defined to be a covered security pursuant to § 48-1-102 and is sold in a transaction exempt from federal registration pursuant to § 3(a)(9) of the Securities Act of 1933;
(8) Any security that is defined to be a covered security pursuant to § 48-1-102 and is sold in a transaction exempt from federal registration pursuant to § 3(a)(10) of the Securities Act of 1933;
(9) Any security that is defined to be a covered security pursuant to § 48-1-102 and is exempt from federal registration pursuant to § 3(a)(12) of the Securities Act of 1933;
(10) Any security that is defined to be a covered security pursuant to § 48-1-102 and is exempt from federal registration pursuant to § 3(a)(13) of the Securities Act of 1933;
(11) Any security that is defined to be a covered security pursuant to § 48-1-102 and is determined, by rule or order of the commissioner, that such notice filing is not necessary for the protection of investors;
(12) Any security issued by a unit investment trust that is registered under the federal Investment Company Act of 1940 ( 15 U.S.C. § 80a-1 et seq.), as amended, if:

(A) The units have been the subject of a previous notice filing and fee under this part and have been sold;
(B) The units are offered or sold by a broker-dealer registered under this part; and
(C) The units are sold by or on behalf of a sponsor or depositor of the unit investment trust or affiliate of the sponsor or depositor; and
(13) Any security that is defined to be a covered security pursuant to § 18(b)(1) of the Securities Act of 1933, or will be such a covered security upon completion of the transaction.
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