Legal Memorandum: Exempt Securities in KS

Issue: Under Kansas blue sky securities laws, when are debenture bonds exempt from registration?

Area of Law: Corporate & Securities
Keywords: Exchange exemptions; Exempt securities
Jurisdiction: Kansas
Cited Cases: None
Cited Statutes: Kansas Statutes §§ 17-12a201 through -12a203; Kan. Stat. § 17-12a301 (2010); Kan. Admin. Regs. § 81-5-7(a) (2009); 15 U.S.C. § 77r(b)(1)
Date: 06/01/2011

Kansas law requires that any security that is offered or sold in Kansas must be registered under the Kansas Uniform Securities Act (the Act), unless it is a federal covered security or is exempt from registration under Kansas Statutes §§ 17-12a201 through -12a203.  Kan. Stat. § 17-12a301 (2010).  Statutory section 17-12a201 includes under the definition of exempt securities, a security that is “listed or approved for listing on another securities market [as] specified by rule under this act,” id., § 17-12a201(6)(B), and the rules promulgated under the Act list exchange exemptions, among others:

Exchange exemption.


(a)  A security shall be exempt under K.S.A. 17-12a201(6)(A),*FN1 and amendments thereto, if the security is listed or authorized for listing on any of the following exchanges or if the security has seniority equal to or greater than the seniority of a security of the same issuer that is listed or authorized for listing on any of the following exchanges:


(1) The New York stock exchange;

(2) the American stock exchange;

(3) the NASDAQ global market, including the global select market, or the NASDAQ capital market of the NASDAQ stock market LLC;

(4) the Chicago board options exchange, incorporated;

(5) tier I of the Philadelphia Stock Exchange, Inc.;

(6) tier I of the NYSE Arca, Inc.; or

(7) the International Securities Exchange, LLC, if the listed security […]


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