General Information

Beginning in 1997, Indiana has held exempt from the registration requirements provided by the Indiana Uniform Securities Act (“IUSA”) certain broker-dealers and broker-dealer agents who meet defined criteria and comply with the notice and disclosure requirements of the Indiana Secretary of State, Securities Division (“Division”). Generally, a Canadian broker-dealer and broker-dealer agent must be registered and a member in good standing with a Canadian self-regulatory organization or stock exchange, must provide notice and consent to service of process to the Division, and must provide notice or disclosure to clients in Indiana that the person is not subject to the full regulatory requirements of the IUSA. For those who fit the exemption and comply with the disclosure and notice filing requirements, any offer, sale, or purchase of any security effected by an exempt person is also exempt from the securities registration requirements of the IUSA.

Requirements
  • The person must be a Canadian resident with no office or other physical presence in Indiana.
  • The filing must be completed through the Indiana Securities Portal and contain the following:
    • A notice in the form of the person’s current application required by the jurisdiction in which the person’s head office is located;
    • Completed consent to service of process form; and
    • Evidence that the individual is a member or agent of a member of a self-regulatory organization or stock exchange in Canada and is in good standing.
  • The person must only effect or attempt to effect transactions in securities with the following:
    • With or through issuers of securities involved in transactions, broker-dealers, banks, savings institutions, trust companies, insurance companies, investment companies (as defined by Investment Company Act of 1940), pension or profit-sharing trusts, or other financial institutions or institutional buyers, whether acting for themselves or for as trustees.
    • With or for a Canadian resident who is temporarily present in Indiana with whom the broker-dealer or broker-dealer agent maintained a bona-fide business relationship with before the person entered Indiana.
    • With or for a person from Canada who is present in Indiana, whose transactions are in a self-directed, tax-advantaged retirement plan in Canada who is the holder or contributor to that retirement plan.
  • The person must maintain provincial or territorial registration in Canada.
  • The person must disclose to his or her client that the person is not subject to the full requirements of the IUSA.
  • The person must not be in violation of the IUSA, including its anti-fraud provisions, and all rules promulgated thereunder.
Relevant Law

Indiana Code [23-19]
Order Regarding Activity of Canadian Broker-Dealers [97-0167 AO - August 21, 1997]

Helpful Resources

Indiana Securities Portal
Investment Industry Regulatory Organization of Canada
Mutual Fund Dealers Association of Canada
Uniform Consent to Service of Process [Form U-2]

Division Personnel

Stephen Deeg
Enforcement Attorney
sdeeg@sos.in.gov
317-232-1018