Bill Text: MI HB4616 | 2009-2010 | 95th Legislature | Introduced
Bill Title: Trade; securities; variable annuities; regulate as securities. Amends sec. 102c of 2008 PA 551 (MCL 451.2102c).
Spectrum: Partisan Bill (Democrat 11-0)
Status: (Introduced - Dead) 2009-03-19 - Printed Bill Filed 03/19/2009 [HB4616 Detail]
Download: Michigan-2009-HB4616-Introduced.html
HOUSE BILL No. 4616
March 18, 2009, Introduced by Reps. Neumann, Liss, Constan, Scripps, Switalski, Tlaib, Roberts, Slavens, Lisa Brown, Barnett and Bauer and referred to the Committee on Senior Health, Security, and Retirement.
A bill to amend 2008 PA 551, entitled
"Uniform securities act (2002),"
by amending section 102c (MCL 451.2102c).
THE PEOPLE OF THE STATE OF MICHIGAN ENACT:
Sec. 102c. As used in this act, unless the context otherwise
requires:
(a) "Sale" includes every contract of sale, contract to sell,
or disposition of, a security or interest in a security for value,
and "offer to sell" includes every attempt or offer to dispose of,
or solicitation of an offer to purchase, a security or interest in
a security for value. Both terms include any of the following:
(i) A security given or delivered with, or as a bonus on
account of, any purchase of securities or any other thing
constituting part of the subject of the purchase and having been
offered and sold for value.
(ii) A gift of assessable stock involving an offer and sale.
(iii) A sale or offer of a warrant or right to purchase or
subscribe to another security of the same or another issuer, and a
sale or offer of a security that gives the holder a present or
future right or privilege to convert the security into another
security of the same or another issuer, including an offer of the
other security.
(b) "Securities and exchange commission" means the United
States securities and exchange commission.
(c) "Security" means a note; stock; treasury stock; security
future; bond; debenture; evidence of indebtedness; certificate of
interest or participation in a profit-sharing agreement; collateral
trust certificate; preorganization certificate or subscription;
transferable share; investment contract; variable annuity contract;
voting trust certificate; certificate of deposit for a security;
fractional undivided interest in oil, gas, or other mineral rights;
put, call, straddle, option, or privilege on a security,
certificate of deposit, or group or index of securities, including
an interest in or based on the value of that put, call, straddle,
option, or privilege on that security, certificate of deposit, or
group or index of securities; put, call, straddle, option, or
privilege entered into on a national securities exchange relating
to foreign currency; an investment in a viatical or life settlement
agreement; or, in general, an interest or instrument commonly known
as a "security"; or a certificate of interest or participation in,
temporary or interim certificate for, receipt for, guarantee of, or
warrant or right to subscribe to or purchase, any of the foregoing.
All of the following apply to the term security:
(i) The term includes a contractual or quasi-contractual
arrangement that meets all of the following:
(A) A person furnishes capital, other than services, to an
issuer under the arrangement.
(B) A portion of the capital furnished under sub-subparagraph
(A) is subjected to the risks of the issuer's enterprise.
(C) The furnishing of capital under sub-subparagraph (A) is
induced by representations made by an issuer, promoter, or the
issuer's or promoter's affiliates which give rise to a reasonable
understanding that a valuable tangible benefit will accrue to the
person furnishing the capital as a result of the operation of the
enterprise.
(D) The person furnishing the capital under sub-subparagraph
(A) does not intend to be actively involved in the management of
the enterprise in a meaningful way.
(E) At the time the capital is furnished, a promoter or its
affiliates anticipate that financial gain may be realized as a
result of the furnishing.
(ii) The term includes both a certificated and an
uncertificated security.
(iii) The term does not include an insurance or endowment policy
or annuity contract under which an insurance company promises to
pay
a fixed or variable sum of money either in a lump sum or
periodically for life or other specified period.
(iv) The term does not include an interest in a contributory or
noncontributory pension or welfare plan subject to the employee
retirement income security act of 1974.
(v) The term includes an investment in a common enterprise
with the expectation of profits to be derived primarily from the
efforts of a person other than the investor. As used in this
subparagraph, a "common enterprise" means an enterprise in which
the fortunes of the investor are interwoven with those of either
the person offering the investment, a third party, or other
investors.
(vi) The term may include, as an investment contract, an
interest in a limited partnership, a limited liability company, or
a limited liability partnership.
(d) "Self-regulatory organization" means a national securities
exchange registered under the securities exchange act of 1934, a
national securities association of broker-dealers registered under
the securities exchange act of 1934, a clearing agency registered
under the securities exchange act of 1934, or the municipal
securities rule-making board established under the securities
exchange act of 1934.
(e) "Sign" means, with present intent to authenticate or adopt
a record, either of the following:
(i) To execute or adopt a tangible symbol.
(ii) To attach or logically associate with the record an
electronic symbol, sound, or process.
(f) "State" means a state of the United States, the District
of Columbia, the Commonwealth of Puerto Rico, the United States
Virgin Islands, or any territory or insular possession subject to
the jurisdiction of the United States.
(g) "Variable annuity contract" means an insurance or
endowment policy or annuity contract under which an insurance
company promises to pay a variable sum of money, based on
investment experience, either in a lump sum or periodically for
life or some other specified period.
