| A.__The registration statement as of its effective date or | before the effective date in the case of an order denying | effectiveness, an amendment under section 16305, subsection | 10 as of its effective date or a report under section 16305, | subsection 9 is incomplete in a material respect or contains | a statement that, in the light of the circumstances under | which it was made, was false or misleading with respect to a | material fact; |
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| B.__This chapter or a rule adopted or order issued under | this chapter or a condition imposed under this chapter has | been willfully violated, in connection with the offering, by | the person filing the registration statement; by the issuer, | a partner, officer or director of the issuer or a person | having a similar status or performing a similar function or | a promoter of the issuer or a person directly or indirectly | controlling or controlled by the issuer, but only if the | person filing the registration statement is directly or | indirectly controlled by or acting for the issuer; or by an | underwriter; |
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| C.__The security registered or sought to be registered is | the subject of a permanent or temporary injunction of a | court of competent jurisdiction or an administrative stop | order or similar order issued under any federal, foreign or | state law other than this chapter applicable to the | offering, but the administrator may not institute a | proceeding against an effective registration statement under | this paragraph more than one year after the date of the | order or injunction on which it is based, and the | administrator may not issue an order under this paragraph on | the basis of an order or injunction issued under the | securities act of another state unless the order or | injunction was based on conduct that would constitute, as of | the date of the order, a ground for a stop order under this | section; |
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| D.__The issuer's enterprise or method of business includes | or would include activities that are unlawful where | performed; |
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| E.__With respect to a security sought to be registered under | section 16303, there has been a failure to comply with the | undertaking required by section 16303, subsection 2, | paragraph D; |
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| F.__The applicant or registrant has not paid the filing fee, | but the administrator shall void the order if the deficiency | is corrected; or |
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