WILLIAM DONALD SCHAEFER, Governor Ch. 805

[(vii)] (VI) Any other person not within the
intent of this subsection as the Commissioner by rule or order
designates.

(G) "INVESTMENT ADVISER REPRESENTATIVE" OR "REPRESENTATIVE"
MEANS ANY PARTNER, OFFICER, DIRECTOR OF (OR A PERSON OCCUPYING A
SIMILAR STATUS OR PERFORMING SIMILAR FUNCTIONS) OR OTHER
INDIVIDUAL EMPLOYED BY OR ASSOCIATED WITH AN INVESTMENT ADVISER,
EXCEPT CLERICAL OR MINISTERIAL PERSONNEL, WHO:

(1)  MAKES ANY RECOMMENDATIONS OR OTHERWISE RENDERS
ADVICE REGARDING SECURITIES TO CLIENTS;

(2)  MANAGES ACCOUNTS OR PORTFOLIOS OF CLIENTS;

(3)  DETERMINES WHICH RECOMMENDATION OR ADVICE
REGARDING SECURITIES SHOULD BE GIVEN WITH RESPECT TO A PARTICULAR
CLIENT ACCOUNT;

(4)  SOLICITS, OFFERS OR NEGOTIATES FOR THE SALE OF OR
SELLS INVESTMENT ADVISORY SERVICES; OR

(5)  DIRECTLY SUPERVISES EMPLOYEES WHO PERFORM ANY OF
THE FOREGOING.; OR

(6)  ANY OTHER PERSON NOT WITHIN THE INTENT OF THIS
SUBSECTION AS THE COMMISSIONER DESIGNATES BY RULE OR ORDER.

[(g)] (H) "Investment Company Act of 1940" [means] AND
"INVESTMENT ADVISERS ACT OF 1940" MEAN the federal [statute of
that name] STATUTES OF THOSE NAMES, AS AMENDED.

[(h)] (I) "Issuer" means any person who issues or proposes
to issue a security, except that:

(1)  With respect to certificates of deposit,
voting-trust certificates, or collateral-trust certificates or
with respect to certificates of interest or shares in an
unincorporated investment trust not having a board of directors
or persons performing similar functions or of the fixed,
restricted management, or unit type, the term "issuer" means the
person performing the acts and assuming the duties of depositor
or manager under the provisions of the trust or other agreement
or instrument under which the security is issued; and

(2)  With respect to certificates of interest or
participation in oil, gas, or mining titles or leases or in
payments out of production under the titles or leases, there is
not considered to be any "issuer".

[(i)] (J) "Nonissuer distribution" and "nonissuer
transaction" mean a distribution or transaction, as the case may
be, not directly or indirectly for the benefit of the issuer.

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