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| 5.__Nonissuer transactions in specified fixed income securities.__ | | A nonissuer transaction by or through a broker-dealer licensed | | under or exempt from licensing under this chapter in a security | | that: |
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| | | A.__Is rated at the time of the transaction by a nationally | | recognized statistical rating organization in one of its 4 | | highest rating categories; or |
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| | | B.__Has a fixed maturity or a fixed interest or dividend if: |
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| | | (1)__A default has not occurred during the current | | fiscal year or within the 3 previous fiscal years or | | during the existence of the issuer and any predecessor | | if less than 3 fiscal years in the payment of | | principal, interest or dividends on the security; and |
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| | | (2)__The issuer is engaged in business, is not in the | | organizational stage or in bankruptcy or receivership | | and is not and has not been within the previous 12 | | months a blank check, blind pool or shell company that | | has no specific business plan or purpose or has | | indicated that its primary business plan is to engage | | in a merger or combination of the business with, or an | | acquisition of, an unidentified person; |
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| | | 6.__Unsolicited brokerage transactions.__A nonissuer | | transaction by or through a broker-dealer licensed under or | | exempt from licensing under this chapter effecting an unsolicited | | order or offer to purchase; |
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| | | 7.__Nonissuer transactions by pledgees.__A nonissuer | | transaction executed by a bona fide pledgee without the purpose | | of evading this chapter; |
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| | | 8.__Nonissuer transactions with federal covered investment | | advisers.__A nonissuer transaction by a federal covered | | investment adviser with investments under management in excess of | | $100,000,000 acting in the exercise of discretionary authority in | | a signed record for the account of others; |
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| | | 9.__Specified exchange transactions.__A transaction in a | | security, whether or not the security or transaction is otherwise | | exempt, in exchange for one or more bona fide outstanding | | securities, claims or property interests or partly in such | | exchange and partly for cash, if the terms and conditions of the | | issuance and exchange or the delivery and exchange and the | | fairness of the terms and conditions have been approved by the | | administrator after a hearing.__The administrator may impose |
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