Policy Statement

Regarding Automatic Registration with Respect to the Filing of Broker-Dealer Applications

M.G.L. c.110A, § 202(a) provides, in part, that: “Registration of a broker-dealer... automatically constitutes registration of any agent ...who is a partner, officer, or director, or a person occupying a similar status or performing similar functions.” Given that not all such persons may desire automatic registration in Massachusetts because they do not fit the definition of agent, the Broker-Dealer/Agent Registration Procedures at 950 CMR 12.202(1)(a) provide each broker-dealer applicant with the option of either registering such persons or waiving automatic registration by submitting a duly executed affidavit in a form approved by the Division for any such person who does not seek automatic registration. The Division has approved, and does provide, the Affidavit for an Individual Waiving Automatic Registration which can be found at www.state.ma.us/sec/. Once there, click on Securities Division. Then click on Licensing and Registration and goto Forms at the bottom of this section.

In order to more efficiently process broker-dealer applications, and to avoid potential administrative proceedings against applicants, such as denial of a broker-dealer registration, the Division hereby issues this policy statement. This statement is intended to clarify the question of when a broker-dealer application is deemed to be “filed” for purposes of M.G.L. c.110A, § 202(a), 950 C.M.R. 12.201(4) and 950 CMR 12.202(1)(a).

As of February 11, 2011, an application for broker-dealer registration will not be considered “filed” until the applicant has complied with the requirement of M.G.L. c.110A § 202(a) and 950 CMR § 12.201(4) and 950 CMR § 12.202(1), including, either registering any agent who is a partner, officer, or director, or a person occupying a similar status or performing similar functions or waiving automatic registration by submitting a duly executed affidavit in a form approved by the Division for any such person who does not seek automatic registration.