TITLE 7.BANKING AND SECURITIES

Part 7. STATE SECURITIES BOARD

Chapter 115. SECURITIES DEALERS AND AGENTS

7 TAC §115.17

The Texas State Securities Board proposes new §115.17, concerning anti-money laundering programs for dealers. The proposed rule would require securities dealers registered in Texas, who are not covered by the anti-money laundering provisions of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (USA PATRIOT) Act of 2001 ("Patriot Act"), to develop and implement an anti-money laundering program. The Patriot Act does not cover securities dealers who are non-NASD (National Association of Securities Dealers, Inc.) members.

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

Mr. Northcutt and Mr. Zivley 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 prevent securities dealers from being used for money laundering or the financing of terrorist activities. There will be no effect on micro- or small businesses. There is no anticipated economic cost to persons who are required to comply with the rule as proposed. There is no anticipated impact on local employment.

In coordination with their review of the proposed requirements, the Board encourages firms to study the anti-money laundering template for small firms created by the National Association of Securities Administrators at http://tinyurl.com/ayfqx. The Board anticipates that use of the template will achieve compliance with the requirements without cost to the firms.

The Board solicits comments on the proposed rule and asks specifically for suggestions regarding minimal compliance procedures for anti-money laundering programs of small dealer firms.

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, or sent by facsimile to (512) 305-8310.

Statutory authority: 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.

Cross-reference to Statute: Texas Civil Statutes, Article 581-1, et seq.

Statutes and codes affected: Texas Civil Statutes, Articles 581-13-1, 581-14, and 581-23-1.

§115.17.Anti-Money Laundering Programs for Dealers.

(a) This section only applies to a person who is registered or required to be registered with the Securities Commissioner as a dealer, but who is not a member of the National Association of Securities Dealers, Inc. (NASD).

(b) Each dealer shall develop and implement a written anti-money laundering program reasonably designed to prevent the dealer from being used for money laundering or the financing of terrorist activities and to achieve and monitor compliance. Each dealer's anti-money laundering program must be approved in writing by its board of directors or trustees, or if it does not have one, by its sole proprietor, general partner, or other persons who have similar functions. A dealer shall make its anti-money laundering program available for inspection by the Securities Commissioner.

(c) The anti-money laundering program shall at a minimum:

(1) establish and implement policies, procedures, and internal controls reasonably designed to prevent the dealer from being used for money laundering or the financing of terrorist activities and to achieve and monitor compliance;

(2) provide for independent testing for compliance to be conducted by the dealer's personnel or by a qualified outside party;

(3) designate a person or persons responsible for implementing and monitoring the operations and internal controls of the program; and

(4) provide ongoing training for appropriate persons.

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 June 24, 2005.

TRD-200502614

Denise Voigt Crawford

Securities Commissioner

State Securities Board

Earliest possible date of adoption: August 7, 2005

For further information, please call: (512) 305-8303


Chapter 116. INVESTMENT ADVISERS AND INVESTMENT ADVISER REPRESENTATIVES

7 TAC §116.17

The Texas State Securities Board proposes new §116.17, concerning anti-money laundering programs for investment advisers. The proposed rule would require investment advisers registered in Texas, who are not covered by the anti-money laundering provisions of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (USA PATRIOT) Act of 2001 ("Patriot Act"), to develop and implement an anti-money laundering program. The Patriot Act does not cover state registered investment advisers. The proposal would not apply to investment advisers that do not have assets under management, such as financial planners who provide investment advice but do not manage assets of their clients.

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

Mr. Northcutt and Mr. Zivley 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 prevent investment advisers from being used for money laundering or the financing of terrorist activities. There will be no effect on micro- or small businesses. There is no anticipated economic cost to persons who are required to comply with the rule as proposed. There is no anticipated impact on local employment.

In coordination with their review of the proposed requirements, the Board encourages firms to study the anti-money laundering template for small firms created by the National Association of Securities Administrators at http://tinyurl.com/ayfqx. The Board anticipates that use of the template will achieve compliance with the requirements without cost to the firms.

The Board solicits comments on the proposed rule and asks specifically for small investment advisers to address the following questions: (1) Should a minimum threshold be established for assets under management before an investment adviser is required to implement an anti-money laundering program? (2) What minimal requirements should be included in a compliance program for small investment advisers?

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, or sent by facsimile to (512) 305-8310.

Statutory authority: 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.

Cross-reference to Statute: Texas Civil Statutes, Article 581-1, et seq.

Statutes and codes affected: Texas Civil Statutes, Articles 581-13-1, 581-14, and 581-23-1.

§116.17.Anti-Money Laundering Programs for Investment Advisers.

(a) This section only applies to a person who is registered or required to be registered with the Securities Commissioner as an investment adviser, and that has assets under management.

(b) Each investment adviser shall develop and implement a written anti-money laundering program reasonably designed to prevent the investment adviser from being used for money laundering or the financing of terrorist activities and to achieve and monitor compliance. Each investment adviser's anti- money laundering program must be approved in writing by its board of directors or trustees, or if it does not have one, by its sole proprietor, general partner, or other persons who have similar functions. An investment adviser shall make its anti-money laundering program available for inspection by the Securities Commissioner.

(c) The anti-money laundering program shall at a minimum:

(1) establish and implement policies, procedures, and internal controls reasonably designed to prevent the investment adviser from being used for money laundering or the financing of terrorist activities and to achieve and monitor compliance;

(2) provide for independent testing for compliance to be conducted by the investment adviser's personnel or by a qualified outside party;

(3) designate a person or persons responsible for implementing and monitoring the operations and internal controls of the program; and

(4) provide ongoing training for appropriate persons.

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 June 24, 2005.

TRD-200502613

Denise Voigt Crawford

Securities Commissioner

State Securities Board

Earliest possible date of adoption: August 7, 2005

For further information, please call: (512) 305-8303