{"data":{"id":"us-ky/krs-292.330","jurisdiction":"us-ky","citation":"KRS 292.330","heading":"Registration of broker -dealers, agents, investment advisers, and","body":"investment adviser representatives.\n(1) It is unlawful for any person to transact business in this state as a broker -dealer\nunless the person is registered under this chapter as  a broker -dealer or is exempt\nfrom registration under subsection (2) of this section.\n(2) The following persons are exempt from the registration requirement of subsection\n(1) of this section:\n(a) A broker-dealer that effects transactions in this state excl usively in securities\nexempted by KRS 292.400(15);\n(b) A broker -dealer that has no place of business in this state and that effects\ntransactions in this state exclusively with or through the issuers of the\nsecurities involved in the transactions, other bro ker-dealers, or banks, savings\ninstitutions, trust companies, insurance companies, or investment companies\nas defined in the Investment Company Act of 1940, 15 U.S.C. secs. 80a -1 et\nseq., pension or profit -sharing trusts, or other financial institutions or\ninstitutional buyers, whether acting for themselves or as trustees;\n(c) A broker-dealer with no place of business in this state that during any period\nof twelve (12) consecutive months does not direct more than fifteen (15)\noffers to sell or to buy into this state in any manner to persons other than those\nspecified in paragraph (b) of this subsection; and\n(d) Any other person exempted from registration by administrative regulation or\norder under this chapter.\n(3) It is unlawful for an individual to transac t business in this state as an agent unless\nthe individual is registered under this chapter as an agent or is exempt from\nregistration under subsection (4) of this section.\n(4) The following agents are exempt from the registration requirement of subsection (3)\nof this section:\n(a) An agent who represents a broker -dealer that is exempt from registration\nunder this chapter;\n(b) An agent who represents a broker-dealer in effecting transactions described in\nSection 15(h)(2) of the Securities Exchange Act of 193 4, 15 U.S.C. sec.\n78o(h)(2); and\n(c) An agent who represents an issuer in:\n1. Effecting a transaction in a security that is exempted by KRS\n292.400(1), (2), (3), (10), or (11);\n2. Effecting a transaction in a security that is exempted by KRS\n292.400(5), (9), or (12) if the agent does not receive a commission or\nother remuneration based, directly or indirectly, on the transaction;\n3. Effecting a transaction in a security that is exempted by KRS\n292.400(15), provided that the agent offers or sells no other securities\nexempted by KRS 292.400(15);\n4. Effecting a transaction in a security  that is exempted by KRS 292.410\nunless registration as an agent is required elsewhere in this chapter or by\nadministrative regulation or order under this chapter;\n5. Effecting a transaction in a security that is a covered security, except\nthat an agent wh o represents an issuer in effecting a transaction in a\nsecurity that is a covered security under Section 18(b)(3) or 18(b)(4)(d)\nof the Securities Exchange Act of 1933, 15 U.S.C. sec. 77r(b)(3) or\n77r(b)(f)(D), is not exempt if the agent receives a commiss ion or other\nremuneration based, directly or indirectly, on the transaction;\n6. Effecting a transaction with existing employees, partners, or directors of\nthe issuer if the agent does not receive a commission or other\nremuneration based, directly or indirectly, on the transaction;\n7. Effecting other transactions if the agent primarily performs, or is\nintended to primarily perform upon completion of an offering of the\nissuer's own securities, substantial duties for or on behalf of the issuer\notherwise than i n connection with transactions in the issuer's own\nsecurities and the agent's compensation is not based, directly or\nindirectly, on the transactions; and\n8. Any other person exempted from registration by administrative\nregulation or order under this chapter.\n(5) The registration of an agent is effective only while the agent is employed by or\nassociated with a broker -dealer registered under this chapter or an issuer offering,\nselling, or purchasing its securities in this state.\n(6) An individual may not act as an agent for more than one (1) broker -dealer or one\n(1) issuer at a time unless authorized by administrative regulation or order under\nthis chapter.\n(7) It is unlawful for a broker -dealer or an issuer to employ or associate with an agent\nunless the agent is registered under this chapter or exempt from registration.\n(8) It is unlawful for any person to transact business in this state as an investment\nadviser unless the person is registered under this chapter as an investment adviser or\nis exempt from registration under subsection (9) of this section.\n(9) The following investment advisers are exempt from the registration requirement of\nsubsection (8) of this section:\n(a) An investment adviser that has no place of business in this state if the\ninvestment adv iser's only clients in this state are other investment advisers,\ncovered advisers, broker-dealers, banks, savings institutions, trust companies,\ninsurance companies, pension or profit -sharing trusts, or other financial\ninstitutions or institutional buyers,  whether acting for themselves or as\ntrustees;\n(b) An investment adviser that has no place of business in this state if, during any\nperiod of twelve (12) consecutive months, the investment adviser does not\nhave more than five (5) clients, other than those specified in paragraph (a) of\nthis subsection;\n(c) An investment adviser that is approved, and remains approved, by the\nKentucky Economic Development Finance Authority as an investment fund\nmanager pursuant to KRS 154.20-256;\n(d) A private fund adviser in accordance with KRS 292.3301; and\n(e) Any other investment adviser exempted from registration by administrative\nregulation or order under this chapter.\n(10) It is unlawful for an investment adviser to employ or associate with an investment\nadviser representative unless the representative is registered under this chapter or\nexempt from registration.\n(11) It is unlawful for an individual to transact business in this state as an investment\nadviser representative unless the individual is registered under this c hapter as an\ninvestment adviser representative or is exempt from registration under subsection\n(12) of this section.\n(12) The following investment adviser representatives are exempt from the registration\nrequirement of subsection (11) of this section:\n(a) An investment adviser representative who is employed by or associated with\nan investment adviser that is exempt from registration under this chapter or a\nfederal covered adviser that is excluded from the notice filing requirements\nunder this chapter; and\n(b) Any other investment adviser representative exempted from registration by\nadministrative regulation or order under this chapter.\n(13) The registration of an investment adviser representative is effective only while the\ninvestment adviser representative is employed by or associated with an investment\nadviser registered under this chapter or with a covered adviser that has made a\nnotice filing under this chapter.\n(14) An individual may not act as an investment adviser representative for more than\none (1) i nvestment adviser or covered adviser at a time unless authorized by\nadministrative regulation or order under this chapter.","path":["KRS Chapter 292"],"source_url":"https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=54821","current_through":"Includes enactments through the 2026 Regular Session","vintage":"09/05/2026","retrieved_at":"2026-09-05T20:57:23Z","sha256":"725c187862b1268724a8c263125706bb64533a0bc0c45b2ff0285b745bd92481","source_id":"us-ky","stale":false,"prev":"us-ky/krs-292.327","next":"us-ky/krs-292.3301"},"notice":"GroundRules: Original legal text. Not legal advice."}