Sec. 02.02.05.07. Exemption from the Maryland Securities Act, Corporations and Associations Article, §11-302(a)(4), for Certain Broker-Dealers

A. Definitions. As used in this regulation:

(1) "Publicly distributed written materials" means written materials that are distributed to 35 or more persons who pay for those materials;

(2) "Publicly made oral statements" means oral statements made simultaneously to 35 or more persons who pay for access to those statements.

B. Exemption from §11-302(a)(4). An investment adviser registered as a broker-dealer under §15 of the Securities Exchange Act of 1934 shall be exempt from the Maryland Securities Act, Corporations and Associations Article, §11-302(a)(4), Annotated Code of Maryland, in connection with a transaction in relation to which the broker-dealer acts as an investment adviser:

(1) Solely by means of publicly distributed written materials or publicly made oral statements;

(2) Solely by means of written materials or oral statements not purporting to meet the objectives or needs of specific individuals or accounts;

(3) Solely through the issuance of statistical information containing no expressions of opinion as to the investment merits of a particular security; or

(4) Through a combination of the items or services enumerated in §B(1)-(3) of this regulation.

C. The exemption in §B of this regulation shall apply only if the materials and oral statements disclose that, if the purchaser of the advisory communication uses the investment adviser's services in connection with the sale or purchase of a security that is a subject of the communication, the investment adviser may act as principal for its own account or as agent for another person.

D. Compliance by the investment adviser with the disclosure in §C of this regulation does not relieve it of any obligations under any other disclosure requirement of the Maryland Securities Act, Corporations and Associations Article, Title 11, Annotated Code of Maryland, or a regulation or order promulgated under it, or any other state or federal law, rule, or regulation.