TITLE 7.BANKING AND SECURITIES

Part 6. CREDIT UNION DEPARTMENT

Chapter 91. CHARTERING, OPERATIONS, MERGERS, LIQUIDATIONS

Subchapter A. GENERAL RULES

7 TAC §91.101

The Texas Credit Union Commission proposes new §91.101 relating to general definitions. The proposed rule, if adopted, would replace existing rule §91.102 which is proposed for repeal as published elsewhere in this issue.

The Government Code and the General Appropriations Act require each state agency to review and consider for readoption each rule adopted by that agency pursuant to the Government Code, Chapter 2001 (Administrative Procedures Act). Such reviews shall include, at a minimum, an assessment by the agency as to whether the reason for adopting or readopting the rule continues to exist. After conducting a preliminary review of §91.102, the Commission determined that because of the number of changes required to update the definitions, it would be less confusing to credit unions and to the general public to repeal the existing rule and to adopt a new rule.

Lynette Pool, Deputy Commissioner, has determined that there will be no fiscal implications for state or local government as a result of enforcing or administering the proposed new rule.

Lynette Pool has determined that for each year of the first five years the rule is in effect, the public benefit anticipated will be that the definitions for terms used throughout the statutes and rules (1) will be clearer, and (2) provide credit unions with definitions of terms that were ambiguous or simply undefined in the past. There is no anticipated economic cost to entities that are currently required to comply with this section.

Written comments on the proposal must be submitted within 45 days after its publication in the Texas Register to Lynette Pool, Deputy Commissioner, Credit Union Department, 914 East Anderson Lane, Austin, Texas, 78752-1699.

The new rule is proposed under the provisions of §15.402 of the Texas Finance Code, which is interpreted as authorizing the Credit Union Commission to reasonable rules necessary for administering Chapter 15 and Subtitle D, Title 3, of the Texas Finance Code.

The specific sections affected by this proposed rule are contained in Chapter 15 and Subtitle D, Title 3, of the Texas Finance Code pertaining to the Credit Union Commission and Department and to the supervision, regulation and operating powers of credit unions.

§91.101.Definitions and Interpretations.

(a)

Words and terms used in this chapter that are defined in finance code §121.002, have the same meanings as defined in the finance code. The following words and terms, when used in this chapter, shall have the following meanings, unless the context clearly indicates otherwise.

(1)

Act--The Texas Credit Union Act (Texas Finance Code, Subtitle D).

(2)

Allowance for loan and lease losses (ALLL)--A general valuation allowance that has been established through charges against earnings to absorb losses on loans and lease financing receivables. An ALLL excludes the regular reserve and special reserves.

(3)

Applicant--An individual or credit union that has submitted an application to the commissioner .

(4)

Application--A written request filed by an applicant with the department seeking to incorporate, amend articles of incorporation or bylaws, deviate from standard bylaws, obtain a certificate of authority to do business in the state of texas or to obtain other relief for which the commission is authorized by the act to issue a final decision or order subject to judicial review.

(5)

Automated teller machine (ATM)--An automated, unstaffed credit union facility owned by or operated exclusively for the credit union at which deposits are received, cash dispensed, or money lent.

(6)

Community of interest--A unifying factor among persons that by virtue of its existence, facilitates the successful organization of a new credit union or promotes economic viability of an existing credit union. The types of factors included are:

(A)

Employment by or a work-related relationship with an enterprise;

(B)

Membership in an organization with a primary purpose of other than making credit union services available to its members;

(C)

Residence, employment, or attending school within a certain geographic area; or

(D)

Such other factor that creates an identifiable affinity among the persons to be included within a credit union's field of membership.

(7)

Construction or development loan--A financing arrangement for the purpose of acquiring property or rights to property, including land or structures, with the intent of converting the property into income-producing property, including residential housing for rental or sale, commercial, industrial or similar use.

(8)

Core capital--Has the same meaning as "tier one capital" as set forth in the capital regulations adopted by the appropriate federal banking regulatory agency.

(9)

Corporate credit union--A credit union whose field of membership consists primarily of other credit unions.

(10)

Day--Whenever periods of time are specified in this title in days, calendar days are intended. When the day, or the last day fixed by statute or under this title for taking any action falls on Saturday, Sunday, or a state holiday, the action may be taken on the next succeeding day which is not a Saturday, Sunday, or a state holiday.

(11)

Department newsletter--The monthly publication that serves as an official notice of all applications, and by which procedures to protest applications are described.

(12)

Field of membership (FOM)--Refers to the totality of persons a credit union may accept as members. The FOM may consist of one group, several groups with a related community of interest, or several unrelated groups with each having its own community of interest.

(13)

Imminent danger of insolvency--A circumstance or condition in which a credit union is unable or lacks the means to meet its current obligations as they come due in the regular and ordinary course of business, even if the value of its assets exceeds its liabilities; or the credit union has a positive net worth ratio equal to two percent or less of its assets.

(14)

Improved residential property--Real property consisting of a residential dwelling having one to four dwelling units, at least one of which is occupied by the owner of the property. This term shall also include a one to four unit dwelling occupied in whole or in part by the owner on a seasonal basis.

(15)

Indirect financing--A program in which a credit union makes the credit decision in a transaction where the credit is extended by the vendor and assigned to the credit union or a loan transaction that generally involves substantial participation in and origination of the transaction by a vendor.

(16)

Loan-to-value ratio--The aggregate amount of all sums owed on an item of collateral securing a loan divided by the value of the collateral.

(17)

Loan and extension of credit--A direct or indirect advance of funds to a member, or on that member's behalf, that is conditioned upon the repayment of the funds by the member or the application of collateral. The terminology also includes the purchase of a member's loan or other obligation, a lease financing transaction, a credit sale, a line of credit or loan commitment under which the credit union is contractually obligated to advance funds to or on behalf of a member, an advance of funds to honor a check or share draft drawn on the credit union by a member, or any other indebtedness not classified as an investment security.

(18)

Manufactured home--A HUD-code manufactured home as defined by the Texas Manufactured Housing Standards Act.

(19)

Metropolitan Statistical Area (MSA)--A geographic area as defined by the director of the U. S. Office of Management and Budget.

(20)

Mobile office--A branch office that does not have a single, permanent site, including a vehicle that travels to various public locations to enable members to conduct their credit union business.

(21)

Office--Includes any branch office, service facility or place of business established by a credit union at which deposits are received, checks or share drafts paid, or money lent. A branch does not include an automated teller machine (ATM), a shared service center, or a remote service facility.

(22)

Overlap--The situation which exists when a group of persons is eligible for membership in two or more state, foreign, or federal credit unions doing business in this state. Notwithstanding this provision, no overlap exists if eligibility for credit union membership results solely from a family relationship.

(23)

Person--An individual, partnership, corporation, association, government, governmental subdivision or agency, business trust, estate, trust, or any other public or private entity.

(24)

Principal office--The home office of a credit union.

(25)

Protestant--A credit union that opposes or objects to the relief requested by an applicant.

(26)

Remote service facility--An automated, unstaffed credit union facility owned or operated by, or operated for, the credit union, such as an automated teller machine, cash dispensing machine, point-of-sale terminal, or other remote electronic facility, at which deposits are received, cash dispensed, or money lent.

(27)

Reserves--Allocations of retained earnings and includes regular and special reserves, except for any allowances for loan, lease or investment losses.

(28)

Resident of this state--A person physically located in, living in or employed in the state of Texas.

(29)

Respondent--A credit union or other person against whom a disciplinary proceeding is directed by the department

(30)

Shared service center--A facility which is connected electronically with two or more credit unions so as to permit the facility, through personnel at the facility and the electronic connection, to provide a credit union member at the facility the same credit union services that the credit union member could lawfully obtain at the principal office of the member's credit union

(31)

Secured credit--A loan made or extension of credit given upon an assignment of an interest in collateral pursuant to applicable state laws so as to make the enforcement or promise more certain than the mere personal obligation of the debtor or promisor. Any assignment may include an interest in personal property or real property or a combination thereof.

(32)

Title--Title 7, Part VI of the Texas Administrative Code (TAC), Banking and Securities, which contains all of the department's rules.

(33)

Underserved area--A geographic area, which could be described as one or more contiguous metropolitan statistical areas (MSA) or one or more contiguous political subdivisions, including counties, cities, and towns, that satisfy any one of the following criteria:

(A)

A majority of the residents earn less than 80 percent of the average for all wage earners as established by the u. S. Bureau of labor statistics;

(B)

The annual household income for a majority of the residents falls at or below 80 percent of the median household income for the nation; or

(C)

The commission makes a determination that the lack of available or adequate financial services has adversely effected economic development within the specified area.

(34)

Uninsured membership share--Funds paid into a credit union by a member that constitute uninsured capital under conditions established by the credit union and agreed to by the member including possible reduction under section 122.105 of the act, risk of loss through operations, or other forfeiture. Such funds shall be considered an interest in the capital of the credit union upon liquidation, merger, or conversion.

(35)

Unsecured credit--A loan or extension of credit based solely upon the general credit financial standing of the borrower. The term shall include loans or other extensions of credit supported by the signature of a co-maker, guarantor, or endorser.

(b)

The same rules of construction that apply to interpretation of Texas statutes and codes, the definitions in the Act and in Government Code §2001.003, and the definitions in subsection (a) of this section govern the interpretation of this title. If any section of this title is found to conflict with an applicable and controlling provision of other state or federal law, the section involved shall be void to the extent of the conflict without affecting the validity of the rest of this title.

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 24, 2000.

TRD-200005070

Harold E. Feeney

Commissioner

Credit Union Department

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 837-9236


7 TAC §91.102

(Editor's note: The text of the following section proposed for repeal will not be published. The section may be examined in the offices of the Credit Union Department or in the Texas Register office, Room 245, James Earl Rudder Building, 1019 Brazos Street, Austin.)

The Texas Credit Union Commission proposes the repeal of §91.102 pertaining to general definitions.

The Government Code and the General Appropriations Act require each state agency to review and consider for readoption each rule adopted by that agency pursuant to the Government Code, Chapter 2001 (Administrative Procedures Act). Such reviews shall include, at a minimum, an assessment by the agency as to whether the reason for adopting or readopting the rule continues to exist. After conducting a preliminary review of §91.102, the Commission determined that because of the number of changes required to update the definitions, it would be less confusing to credit unions and to the general public to repeal the existing rule and to adopt a new rule, proposed §91.101, which is published elsewhere in this issue of the Texas Register .

Lynette Pool, Deputy Commissioner, has determined that for each year of the first five years the repeal is in effect, there will be no fiscal implications for state or local government as a result of enforcing or administering the repeal of this section.

Lynette Pool has determined that for each year of the first five years the repeal is in effect, the public benefit anticipated as a result of the repeal will be that the new rule adopted in its place would (1) be clearer, and (2) provide credit unions with definitions of terms that were ambiguous or simply undefined in the past. There is no anticipated economic cost to entities that are currently required to comply with this section as result of its repeal.

Written comments on the proposed repeal must be submitted within 45 days after its publication in the Texas Register to Lynette Pool, Deputy Commissioner, Credit Union Department, 914 East Anderson Lane, Austin, Texas, 78752-1699.

The repeal is proposed under the provisions of §15.402 of the Texas Finance Code, which authorizes the commission to adopt reasonable rules for administering the Texas Credit Union Act.

The specific sections affected by this proposed repeal are contained in Chapter 15 and Subtitle D, Title 3, of the Texas Finance Code pertaining to the Credit Union Commission and Department and to the supervision, regulation, and operating powers of credit unions.

§91.102.Definitions.

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 24, 2000.

TRD-200005068

Harold E. Feeney

Commissioner

Credit Union Department

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 837-9236


Subchapter C. MEMBERS

7 TAC §91.302

The Texas Credit Union Commission proposes amendments to §91.302 relating to election by electronic device, absentee or mail ballots. The proposed amendments authorize additional options for conducting member elections, including by electronic means or absentee ballot. Currently, the rule only addresses mail ballots.

The Government Code and the General Appropriations Act require each state agency to review and consider for readoption each rule adopted by that agency pursuant to the Government Code, Chapter 2001 (Administrative Procedures Act). Such reviews shall include, at a minimum, an assessment by the agency as to whether the reason for adopting or readopting the rule continues to exist. After conducting a preliminary review of §91.302, the Commission determined that other methods of conducting elections or voting are necessary given the diverse fields of membership of some credit unions and recent technological innovations.

Lynette Pool, Deputy Commissioner, has determined that there will be no fiscal implications for state or local government as a result of enforcing or administering the proposed amendments.

Lynette Pool has determined that for each year of the first five years the rule is in effect, the public benefit anticipated will be that a greater number of credit union members will participate in the democratic election process for the betterment of the credit unions as a whole. There is no anticipated economic cost to entities that are currently required to comply with this section as result of its proposed adoption.

Written comments on the proposal must be submitted within 45 days after its publication in the Texas Register to Lynette Pool, Deputy Commissioner, Credit Union Department, 914 East Anderson Lane, Austin, Texas, 78752-1699.

The amendment is proposed under the provisions of §122.052 of the Texas Finance Code, which is interpreted as authorizing the Credit Union Commission to establish rules for the balloting process.

The specific section affected by these proposed amendments to this rule is §122.052 of the Texas Finance Code relating to meetings of members; voting.

Election By Electronic Device, Absentee, or Mail Ballots. (a)

The use of electronic device, absentee or mail ballots by any credit union shall ensure fair and equitable opportunity for any qualified member to seek office, including a provision for nomination by petition, and providing the appropriate notice and information to all members.

(b)

Any elections held by electronic device, absentee, or mail ballot are subject to the following conditions:

(1)

The election tellers shall be appointed by the board of directors;

(2)

At least 30 days prior to the annual meeting, the board of directors will cause either a printed ballot or notice of a ballot, along with appropriate instructions, to be mailed to all members eligible to vote;

(3)

Ballots must be received no later than midnight 5 calendar days prior to the annual meeting;

(4)

The votes will be tallied by the tellers and the results of the vote will be made public at the annual meeting.

(c)

In the event of a malfunction of the electronic balloting system, the board of directors may in its discretion order elections to be held by mail ballot only. The board may make reasonable adjustments to the voting time frames in subsection (b) of this section, or postpone the annual meeting if necessary, to complete the elections prior to the annual meeting.

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 24, 2000.

TRD-200005066

Harold E. Feeney

Commissioner

Credit Union Department

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 837-9236


Chapter 97. COMMISSION POLICIES AND ADMINISTRATIVE RULES

Subchapter B. FEES

7 TAC §97.113

The Texas Credit Union Commission proposes to amend existing §97.113 concerning operating fees. The amendment is correcting a Texas Administrative Code cite that no longer exists as a result of the Credit Union Commission repealing §91.211 and adopting §91.210 in its place.

Lynette Pool, Deputy Commissioner, has determined that for the first five-year period the amended rule is in effect, there will be no fiscal implications for state or local government as a result of enforcing or administering the rule.

Miss Pool has determined that for each year of the first five years the rule is in effect, the public benefit anticipated will be that the statutory cite contained in the rule will be correct, therefore preventing future confusion on the part of those referencing the Commission's rules. There will be no effect on small businesses as a result of amending this section. There is no anticipated economic cost to entities that are currently required to comply with these sections as result of the proposed amendments adoption.

Written comments on the proposed amendment must be submitted within 30 days after its publication in the Texas Register to Lynette Pool, Deputy Commissioner, Credit Union Department, 914 East Anderson Lane, Austin, Texas, 78752-1699.

The amendment is proposed under the provisions of §15.402 of the Texas Finance Code, which authorizes the commission to set, by rule, reasonable supervision fees, charges, and revenues required to be paid by credit unions authorized to do business under the Texas Credit Union Act.

The specific section affected by the proposed amendment is §15.402 of the Texas Finance Code.

§97.113.Operating Fees.

(a)-(e)

(No change.)

(f)

Out of state branches. Credit unions operating branch offices in Texas as authorized by §91.210 [ §91.211 ] of this title ( relating [ Relating ] to [ Application for a ] Certificate of Authority to do [ To Do ] Business in the State of Texas) shall pay an annual operating fee of $200 per branch office.

(g)-(h)

(No change.)

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 24, 2000.

TRD-200005072

Harold E. Feeney

Commissioner

Credit Union Department

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 837-9236


Subchapter C. DEPARTMENT OPERATIONS

7 TAC §97.205

The Texas Credit Union Commission proposes new §97.205 pertaining to the use of historically underutilized businesses (HUB). Section 97.205 is being proposed to provide to comply with §2161.003 of the Texas Government Code, and states that the Credit Union Department shall comply, to the extent applicable, with the requirements of the HUB rules adopted by the General Services Commission when purchasing goods and services that are paid for with State appropriated money.

Lynette Pool, Deputy Commissioner, has determined that for the first five-year period the new rule is in effect, there will be no fiscal implications for state or local government as a result of enforcing or administering the rule.

Ms. Pool has also determined that for each year of the first five years the proposed rule is in effect, the public benefit anticipated will be the continued support of the local economy. Small businesses, in particular those woman- or minority-owned, will continue to see new business as a result of adopting this section. There is no anticipated impact on local employment.

Written comments on the proposed rule must be submitted within 30 days after its publication in the Texas Register to Lynette Pool, Deputy Commissioner, Credit Union Department, 914 East Anderson Lane, Austin, Texas, 78752-1699.

The new section is proposed under the provisions of Texas Government Code §2161.003, which require state agencies to adopt the General Service Commission's rules relating to the use of HUBs, which were adopted/modified based on the Disparity Study mandated by House Bill 2626. The Commission interprets this section as authorizing it to adopt rules for purchasing goods and services in compliance with Chapter 111, Subchapter B of Title 1, Texas Administrative Code.

The specific section affected by the proposed rule is Texas Finance Code §15.402 pertaining to the general authority of the Commission.

§97.205.Use of Historically Underutilized Businesses.

Pursuant to Chapter 2161 of the Government Code, the Department hereby incorporates by reference the rules of the General Services Commission, 1 TAC §§111.11-111.28, or any successor rules, regarding historically underutilized businesses. The Department shall comply, to the extent applicable, with the requirements of these rules when purchasing goods and services that are paid for with State appropriated money.

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 24, 2000.

TRD-200005071

Harold E. Feeney

Commissioner

Credit Union Department

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 837-9236


Part 7. STATE SECURITIES BOARD

Chapter 109. TRANSACTIONS EXEMPT FROM REGISTRATION

7 TAC §109.7

The State Securities Board proposes an amendment to §109.7, concerning secondary trading exemptions. The amendment notes that the various "Moody's" manuals listed have been renamed as "Mergent's" manuals and clarifies that electronic versions of the print manuals are also acceptable.

Micheal Northcutt, Director, Securities Registration Division, has determined that for the first five-year period the rule is in effect there will be no fiscal implications for state or local government as a result of enforcing or administering the rule.

Mr. Northcutt also has determined that for each year of the first five years the rule is in effect the public benefit anticipated as a result of enforcing the rule will be that registered dealers seeking reliance upon the exemption contained in §5.O of the Texas Securities Act will have notice of the manuals included among the Board's "recognized securities manuals" for purposes of the exemption. There will be no effect on small businesses. There is no anticipated economic cost to persons who are required to comply with the rule as proposed.

Comments on the proposal to be considered by the Board should be submitted in writing within 60 days after publication of the proposed section in the Texas Register. Comments should be sent to David Weaver, State Securities Board, P.O. Box 13167, Austin, Texas 78711-3167.

The amendment is proposed under Texas Civil Statutes, Article 581-28-1. Section 28-1 provides the Board with the authority to adopt rules and regulations necessary to carry out and implement the provisions of the Texas Securities Act, including rules and regulations governing registration statements and applications; defining terms; classifying securities, persons, and matters within its jurisdiction; and prescribing different requirements for different classes.

The proposed amendment affects Texas Civil Statutes, Article 581-5.O.

§109.7.Secondary Trading Exemptions.

(a)-(d)

(No change.)

(e)

The term "recognized securities manual" used in the Texas Securities Act, §5.O(9)(c), is limited to the following and includes any electronic publication format that is as readily available to the general public as the printed version, including, without limitation, CD-Rom and electronic dissemination over the Internet :

(1)-(2)

(No change.)

(3)

Mergent's [ Moody's ] Bank and Finance Manual and News Reports;

(4)

Mergent's [ Moody's ] Industrial Manual and News Reports;

(5)

Mergent's [ Moody's ] Public Utility Manual and News Reports;

(6)

Mergent's [ Moody's ] Transportation Manual and News Reports;

(7)

Mergent's [ Moody's ] Municipal and Government Manual and News Reports;

(8)

Mergent's [ Moody's ] International Manual and News Reports; and

(9)

Mergent's [ Moody's ] OTC Industrial Manual and News Reports, provided however, that Mergent's [ Moody's ] OTC Industrial News Reports are recognized solely for the purpose of updating a current listing in the OTC Industrial Manual. A registered dealer who, between the date of the last publication of Mergent's [ Moody's ] OTC Industrial Manual and the effective date of this rule, relies upon a listing in the Mergent's [ Moody's ] OTC Industrial News Reports to comply with §5.O of the Act may continue to rely upon such listing until the publication date of the next Mergent's [ Moody's ] OTC Industrial Manual, which follows the effective date of this rule.

(f)

(No change.)

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 17, 2000.

TRD-200004931

Denise Voigt Crawford

Securities Commissioner

State Securities Board

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 305-8300


Chapter 115. DEALERS AND SALESMEN

7 TAC §115.1

The State Securities Board proposes an amendment to §115.1, concerning dealer registration requirements for discount brokerage service networks. The amendment would delete references to discount brokerage service networks in light of a new conditional exemption for third party brokerage arrangements on financial entities premises. This new exemption is being concurrently proposed as §139.20.

Michael S. Gunst, Director, Dealer Registration Division, and Tom Spradlin, Director of Information Resources and Planning, have determined that for the first five-year period the rule is in effect there will be no fiscal implications for state or local government as a result of enforcing or administering the rule.

Mr. Gunst and Mr. Spradlin also have determined that for each year of the first five years the rule is in effect the public benefit anticipated as a result of enforcing the rule will be to eliminate a provision that would duplicate another. There will be no effect on small businesses. There is no anticipated economic cost to persons who are required to comply with the rule as proposed.

Comments on the proposal to be considered by the Board should be submitted in writing within 60 days after publication of the proposed section in the Texas Register. Comments should be sent to David Weaver, State Securities Board, P.O. Box 13167, Austin, Texas 78711-3167.

The amendment is proposed under Texas Civil Statutes, Articles 581-28-1. Section 28-1 provides the Board with the authority to adopt rules and regulations necessary to carry out and implement the provisions of the Texas Securities Act, including rules and regulations governing registration statements and applications; defining terms; classifying securities, persons, and matters within its jurisdiction; and prescribing different requirements for different classes.

The new rule affects Texas Civil Statutes, Articles 581-12, 581-13, and 581-18.

§115.1.General Provisions.

(a)-(d)

(No change.)

(e)

Multiple registration.

(1)

(No change.)

(2)

The undertaking in paragraph (1)(A) of this subsection shall not be required for the following:

[ (A)

affiliated state or national banks and/or their subsidiaries, or affiliated state or federal savings and loan associations and/or their subsidiaries, where the securities-related activity consists of the following:]

[ (i)

acting as a correspondent in a discount brokerage service network coordinated with an unaffiliated general dealer;]

[ (ii)

acting as a municipal and government securities dealer; and/or]

[ (iii)

acting as an investment adviser through a bona fide trust department;]

(A)

[ (B) ] issuer-dealer bank holding companies and affiliated banks offering discount brokerage services, investment advisory services, municipal, and/or government securities;

(B)

[ (C) ] a salesman who makes application in order to reflect transfer from one employer to another or seeks multiple registration and does not own 10% or more of the voting control of the subject dealers or investment advisers.

(f)-(k)

(No change.)

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 17, 2000.

TRD-200004932

Denise Voigt Crawford

Securities Commissioner

State Securities Board

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 305-8300


7 TAC §115.3

The State Securities Board proposes an amendment to §115.3, concerning dealer and agent examinations. The amendment to subsection (b) makes the examination requirements easier to understand by setting them out in outline format rather than narrative format. The change to subsection (b) does not make any substantive changes to the existing examination requirements. The deletions from subsection (c)(2)(E) correspond with a new conditional exemption for third party brokerage arrangements on financial entity premises. This new exemption is being concurrently proposed as §139.20.

Michael S. Gunst, Director, Dealer Registration Division, and Tom Spradlin, Director of Information Resources and Planning, have determined that for the first five-year period the rule is in effect there will be no fiscal implications for state or local government as a result of enforcing or administering the rule.

Mr. Gunst and Mr. Spradlin also have determined that for each year of the first five years the rule is in effect the public benefits anticipated as a result of enforcing the rule will be to make the examination requirements easier for industry to understand and to a eliminate provision that duplicates another. There will be no effect on small businesses. There is no anticipated economic cost to persons who are required to comply with the rule as proposed.

Comments on the proposal to be considered by the Board should be submitted in writing within 60 days after publication of the proposed section in the Texas Register. Comments should be sent to David Weaver, State Securities Board, P.O. Box 13167, Austin, Texas 78711-3167.

The amendment is proposed under Texas Civil Statutes, Article 581-28-1. Section 28-1 provides the Board with the authority to adopt rules and regulations necessary to carry out and implement the provisions of the Texas Securities Act, including rules and regulations governing registration statements and applications; defining terms; classifying securities, persons, and matters within its jurisdiction; and prescribing different requirements for different classes.

The new rule affects Texas Civil Statutes, Articles 581-12 and 581-13.

§115.3.Examination.

(a)

(No change.)

(b)

Content. Each applicant must satisfy examination requirements.

(1)-(2)

(No change.)

(3)

Each applicant for registration as an investment adviser or investment adviser agent must pass : [ the Uniform Investment Adviser Law Examination (Series 65), or the General Securities Representative Examination (Series 7) and the Uniform Combined State Law Examination (Series 66). Each of these examinations is administered by the NASD. In lieu of the Series 66, a person may pass the examination on the Texas Securities Act administered by this Agency. A person who was registered as an investment adviser or investment adviser agent on or before December 31, 1999, is not required to pass the examination(s) previously described in this paragraph, provided the person has maintained a registration as an investment adviser or investment adviser agent with any state securities administrator that has not lapsed for more than two years from the date of the last registration. An applicant for registration as an investment adviser or investment adviser agent who is in one of the following classes of persons is not required to pass the Series 65 examination: ]

(A)

the Uniform Investment Adviser Law Examination (the new entry level competency examination, Series 65, administered after December 31, 1999); or [ applicants who are certified by the Association for Investment Management and Research, or its predecessors the Federation of Chartered Financial Analysts or the Institute of Chartered Financial Analysts, to be chartered financial analysts (CFA); ]

(B)

the following combination of examinations: [ applicants who are certified by the Certified Financial Planner Board of Standards, Inc., to be certified financial planners (CFP); ]

(i)

a general securities representative examination as described in paragraph (1)(A) of this subsection or a limited examination as described in paragraph (1)(B) of this subsection; and

(ii)

the Uniform Combined State Law Examination (Series 66), the Uniform Investment Advisers State Law Examination (Series 65, as it existed and was administered on or before December 31, 1999), or an examination on the Texas Securities Act administered by this Agency.

(C)

Each of these examinations (except the Texas Securities Act examination) is administered by the NASD and can be scheduled by submitting a Form U-10 to the NASD. [ applicants who are designated by the American Institute of Certified Public Accountants as accredited personal financial specialists (PFS); ]

(D)

The following persons are not required to pass any examination for registration as an investment adviser or as an investment adviser agent upon submission of proof of registration, certification, or designation, as follows: [ applicants who are designated by the Investment Counsel Association of America, Inc., as chartered investment counselors (CIC); or ]

(i)

persons who were registered as an investment adviser or investment adviser agent on or before December 31, 1999, provided the person has maintained a registration as an investment adviser or investment adviser agent with any state securities administrator that has not lapsed for more than two years from the date of the last registration;

(ii)

applicants who are certified by the Association for Investment Management and Research, or its predecessors the Federation of Chartered Financial Analysts or the Institute of Chartered Financial Analysts, to be chartered financial analysts (CFA);

(iii)

applicants who are certified by the Certified Financial Planner Board of Standards, Inc., to use the mark "CERTIFIED FINANCIAL PLANNER" (CFP);

(iv)

applicants who are designated by the American Institute of Certified Public Accountants as accredited personal financial specialists (PFS);

(v)

applicants who are designated by the Investment Counsel Association of America, Inc., as chartered investment counselors (CIC); or

(vi)

applicants who are designated by the American College, Bryn Mawr, Pennsylvania, as chartered financial consultants (ChFC).

[ (E)

applicants who are designated by the American College, Bryn Mawr, Pennsylvania, as chartered financial consultants (ChFC).]

(E)

[ (4) ] The Association for Investment Management and Research, the Certified Financial Planner Board of Standards, Inc., the American Institute of Certified Public Accountants, the American College, and the Investment Counsel Association of America, Inc., are required to submit to the Securities Commissioner any changes to their certification programs as such changes occur.

(c)

Exemptions from examination requirements.

(1)

(No change.)

(2)

A full waiver of the examination requirements of the Texas Securities Act, §13.D, is granted by the Board to the following classes of persons:

(A)-(B)

(No change.)

(C)

issuers restricting distribution of securities to security holders of an affiliate company, a subsidiary, or a parent of the issuer, provided the registration certificate is issued on a temporary basis and terminated immediately after the offering; and

(D)

officers and employees whose firms restrict their officers' and employees' securities activities to acting as brokers between and among principals for the sale of a majority of the stock or equity securities of a privately held business pursuant to a privately negotiated purchase agreement, where the managerial control of the business will devolve upon the purchaser(s) and where compensation received by the firm will be payable for the brokerage activities only . [ ; ]

[ (E)

officers and employees of financial institutions whose securities-related activity consists solely of acting as a correspondent in a discount brokerage service network coordinated with a separate general dealer. For purposes of this subparagraph, the following terms have the following meanings:]

[ (i)

"financial institutions" shall include state or national banks, state or federal savings and loan associations as defined in §109.17 of this title (relating to Banks under The Securities Act, §5.L), and credit unions;]

[ (ii)

"acting as a correspondent" means that the activities of the officers and employees are limited to advertising the discount brokerage service, assisting customers in completing application forms, and referring customers to a representative of the separate general dealer; and]

[ (iii)

"separate general dealer" means an entity registered as a general securities dealer; the term does not encompass a requirement that the general dealer be unaffiliated with the financial institution.]

(3)-(4)

(No change.)

(d)-(f)

(No change.)

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 17, 2000.

TRD-200004933

Denise Voigt Crawford

Securities Commissioner

State Securities Board

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 305-8300


Chapter 133. FORMS

7 TAC §133.9

The State Securities Board proposes a new form §133.9, concerning a notice filing to claim the conditional exemption in §139.20 for third party brokerage arrangements on financial entity premises. The new section adopts by reference a form that is to be used in conjunction with the new conditional exemption contained in §139.20, which is being concurrently proposed. Financial entities coming within the purview of the new §139.20 exemption would file Form 133.9, instead of a complete dealer application package.

Michael S. Gunst, Director, Dealer Registration Division, and Tom Spradlin, Director of Information Resources and Planning, have determined that for the first five-year period the rule is in effect there will be no fiscal implications for state or local government as a result of enforcing or administering the rule.

Mr. Gunst and Mr. Spradlin also have determined that for each year of the first five years the rule is in effect the public benefit anticipated as a result of enforcing the rule will be to provide the form for a notice filing to claim a conditional exemption from dealer registration. There will be no effect on small businesses. There is no anticipated economic cost to persons who are required to comply with the rule as proposed.

Comments on the proposal to be considered by the Board should be submitted in writing within 60 days after publication of the proposed section in the Texas Register. Comments should be sent to David Weaver, State Securities Board, P.O. Box 13167, Austin, Texas 78711-3167.

The new rule is proposed under Texas Civil Statutes, Article 581-28-1 and 581-12.B. Section 28-1 provides the Board with the authority to adopt rules and regulations necessary to carry out and implement the provisions of the Texas Securities Act, including rules and regulations governing registration statements and applications; defining terms; classifying securities, persons, and matters within its jurisdiction; and prescribing different requirements for different classes. Section 12.B provides the Board with the authority to prescribe new dealer/agent registration exemptions by rule.

The new rule affects Texas Civil Statutes, Articles 581-12, 581-13, and 581-18.

§133.9.Notice Filing for Third Party Brokerage Arrangements on Financial Entity Premises.

The State Securities Board proposes to adopt by reference the notice filing for third party brokerage arrangements form. This form is available from the State Securities Board, P.O. Box 13167, Austin, Texas 78711-3167.

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 17, 2000.

TRD-200004935

Denise Voigt Crawford

Securities Commissioner

State Securities Board

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 305-8300


Chapter 139. EXEMPTIONS BY RULE OR ORDER

7 TAC §139.20

The State Securities Board proposes a new §139.20, concerning third party brokerage arrangements on financial entity premises. The new section creates a conditional exemption for financial entities which provide brokerage services on their premises through an arrangement with a third party registered dealer. Officers and employees of the financial entity are also exempted from registration as agents. Currently, financial entities engaged in such arrangements are required to register as a dealer in a discount brokerage service network. This requires the entity to file a complete application package. When the activities of officers and employees of the financial entity is limited to making referrals to the registered dealer and providing ministerial functions relative to the arrangement, the new exemption from registration would be available and would maintain sufficient investor protection. A filing would be required to claim the conditional exemption and would be made on new Form 133.9, a notice filing for third party brokerage arrangements on financial entity premises, which is being concurrently proposed. Existing provisions in the Board's rules addressing these types of activities, contained in §115.1(e) and §115.3(c), are being concurrently proposed for deletion.

Michael S. Gunst, Director, Dealer Registration Division, and Tom Spradlin, Director of Information Resources and Planning, have determined that for the first five-year period the new rule is in effect there will be no fiscal implications for state or local government as a result of enforcing or administering the rule.

Mr. Gunst and Mr. Spradlin also have determined that for each year of the first five years the new rule is in effect the public benefit anticipated as a result of enforcing the rule will be to provide for a simplified filing when only certain limited activities that involve ministerial types of functions are involved. There will be no effect on small businesses. There is no anticipated economic cost to persons who are required to comply with the rule as proposed.

Comments on the proposal to be considered by the Board should be submitted in writing within 60 days after publication of the proposed section in the Texas Register. Comments should be sent to David Weaver, State Securities Board, P.O. Box 13167, Austin, Texas 78711-3167.

The new rule is proposed under Texas Civil Statutes, Article 581-28-1 and 581-12.B. Section 28-1 provides the Board with the authority to adopt rules and regulations necessary to carry out and implement the provisions of the Texas Securities Act, including rules and regulations governing registration statements and applications; defining terms; classifying securities, persons, and matters within its jurisdiction; and prescribing different requirements for different classes. Section 12.B provides the Board with the authority to prescribe new dealer/agent registration exemptions by rule.

The new rule affects Texas Civil Statutes, Articles 581-12, 581-13, and 581-18.

§139.20.Third Party Brokerage Arrangements on Financial Entity Premises.

(a)

The State Securities Board, pursuant to the Texas Securities Act, §12.B, exempts a financial entity from the dealer registration requirements of the Texas Securities Act, when such financial entity is engaging in securities-related activity consisting solely of acting as a correspondent in a third party brokerage arrangement coordinated with a registered dealer on the premises of the financial entity. For purposes of this section, the following words and terms shall have the following meanings:

(1)

"financial entity" shall include any state or national bank, any federal savings and loan association or savings and loan association organized and subject to the laws and regulation of this State as defined in §109.17 of this title (relating to Banks Under The Securities Act, §5.L), any credit union, insurance company, bank holding company, or financial holding company;

(2)

"acting as a correspondent in a third party brokerage arrangement" means that the activity of the financial entity is limited to providing an area on the financial entity premises for the dealer's brokerage activities, advertising the brokerage service, referring customers to a representative of the dealer, and performing clerical or ministerial functions in connection with brokerage transactions including scheduling appointments with agents of the dealer and transferring customer funds or securities.

(b)

The State Securities Board, pursuant to the Texas Securities Act, §12.B, exempts officers and employees of a financial entity from the agent registration requirements of the Texas Securities Act, when such employee or officer is engaging in securities-related activity consisting solely of referring customers to a representative of the registered dealer. For the purposes of this subsection, the officers and employees of a financial entity may receive a referral fee for this activity provided that:

(1)

the fee is a nominal, one time fee of a fixed dollar amount per referral;

(2)

the payment of such referral fee is not contingent on whether the referral results in a transaction; and

(3)

such payment is made directly by the registered dealer to the financial entity which, as a condition of this exemption, upon request agrees to provide the Securities Commissioner, or representative of the Commissioner, a statement or internal records itemizing such payments including, but not limited to, the date, amount of payment, the name of each person for whom a referral payment was made and the name of the person receiving the payment.

(c)

The filing and fee requirements for dealers and agents exempted from registration pursuant to this section are preserved.

(1)

Initially, the exemptions provided by subsections (a) and (b) of this section are available after the filing of:

(A)

a Form 133.9;

(B)

a consent to service of process (if the financial entity is domiciled outside of Texas);

(C)

a copy of the agreement with the third party dealer; and

(D)

an initial fee equal to the amount that would have been paid had the financial entity and designated officer of the financial entity filed for registration in Texas.

(2)

Upon amendment to its Form 133.9, the financial entity files an amended Form 133.9 and an amendment fee of $25, as provided in the Texas Securities Act, §35.C.

(3)

Annually, the financial entity files renewal fees which would have been paid had the financial entity been registered in Texas.

(d)

Any financial entity relying on this exemption shall, upon written request, furnish to the Securities Commissioner any information relative to the third party brokerage arrangement that the Commissioner deems relevant, including, but not limited to, records regarding referral fee payments to employees and officers of the financial entity, agreements between the financial entity and the registered dealer, and customer complaints regarding the brokerage activities.

This agency hereby certifies that the proposal has been reviewed by legal counsel and found to be within the agency's legal authority to adopt.

Filed with the Office of the Secretary of State, on July 17, 2000.

TRD-200004934

Denise Voigt Crawford

Securities Commissioner

State Securities Board

Earliest possible date of adoption: September 3, 2000

For further information, please call: (512) 305-8300