Securities

A person registers a security by filing a statement signed by the issuer, its principal executive officers and a majority of its board of directors or group performing similar functions, and if the issuer is a non-citizen, by its authorized representative in the State. The underwriter of a security may sign the statement of a security issued by a foreign government, the United States or political subdivision thereof.

The statement contains the information required by regulation of the registrar of corporations for the protection of investors. Issuance, sale, exchange or transfer of the security does not occur until the Governor has approved it. The Governor may issue a stop order against a security transaction, if after approval of a security it appears that:

(1) the statement includes false presentation of a material fact or fails to state a material fact necessary to make the presentation therein not misleading; or

(2) upon the registrar's examination of the books, records, practices and management of the issuer, the issuer gave a material misrepresentation or misleading statement at the time of registration or approval in the light of the circumstances prevailing at the time of the examination.

(1) A person aggrieved by an order of the Governor may obtain review of the record upon which the order was based by filing a petition for modification or setting aside of the order in the Court within sixty days of entry of the order.

If a registration statement contains a misrepresentation of a material fact or omits a material fact necessary to the statement's not being misleading, a person acquiring the security, may recover from the issuer and a person who signed the statement or a supporting document, or an officer or director of the issuer damages which represent the difference between the amount paid for the security and the value at the time of suit, unless it be proven that at the time of acquisition the person knew of the misrepresentation or omission.