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Study, 25 J. Corp. L. 307 (2000), explaining that there had been | 792 cases decided to that date in which the definition of a | security played a prominent role. Id. at 308. Some 461 of the 792 | cases (58 percent) concerned investment contracts. Id. at 322. A | number of states, by statute, rule, or case law have also adopted | the "risk capital" test to find a security when an investment is | subject to the risks of an enterprise with the expectation of | profit or other valuable benefit and the investor has no direct | control over the management of the enterprise. See, e.g., 2 Loss & | Seligman, supra, at 939-940 n.50. |
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| | 29. Section 102(29): Self-regulatory organization: Prior | Provision: RUSA Section 101(17). This definition was added by | RUSA and is based on a counterpart provision in the American Law | Institute Federal Securities Code. At the current time national | securities exchanges are registered under Section 6 of the | Securities Exchange Act of 1934; national securities associations | under Section 15A; clearing agencies under Section 17A; and the | Municipal Securities Rulemaking Board under Section 15B. |
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| | 30. Section 102(30): Sign: No Prior Provision. This | definition is intended to facilitate electronic signatures, to | the extent permitted by Section 105. |
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| | 31. Section 102(31): State: Prior Provisions: 1956 Act | Section 401(m); RUSA Section 101(18). This is the standard | definition used by the National Conference of Commissioners on | Uniform State Laws. It does include territories and possessions | of the United States, as well as the District of Columbia and | Puerto Rico, but does not include foreign governments, their | territories, or their possessions. In this Act "foreign" always | refers to activity, a government, or person outside of the United | States, not a different state within the United States. |
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| | 1. Section 16102(4)(B): The definition of "broker-dealer" in | the Revised Maine Securities Act ("predecessor act") similarly | excluded issuers, but explicitly stated that the exclusion does | not apply to issuers "effecting transactions other than with | respect to its own securities." Maine has not retained this | explicit statement because it is clear that the issuer exclusion | is not intended to apply to issuers that are effecting | transactions other than with respect to their own securities. |
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| | 2. Section 16102(11)(J-K): For these selected paragraphs, | Maine has adopted a threshold of $5,000,000 (similar to the | Revised Maine Securities Act) rather than the model Uniform | Securities Act | threshold of $10,000,000. |
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