PARRIS N. GLENDENING, Governor

Ch. 613

(2)     Engage in any act, practice, or course of business which operates or
would operate as a fraud or deceit on the other person;

(3)     Engage in dishonest or unethical practices as the Commissioner may
define by rule; or .

(4)     When acting as principal for [his] THE PERSON'S own account
knowingly sell any security to or purchase any security from a client, or when acting in an
agency capacity for a person other than such client knowingly effect any sale or purchase
of any security for the account of such client, without disclosing to such client in writing
before the completion of such transaction the capacity in which [he] THE PERSON is
acting and obtaining the consent of the client to such transaction.

(b) The prohibitions of subsection (a)(4) of this section do not apply to any
transaction with a customer of a broker-dealer if the broker-dealer is not acting as an
investment adviser in relation to the transaction OR TO TRANSACTIONS BY A FEDERAL
COVERED ADVISER WHO IS OTHERWISE SUBJECT TO THE LIMITATIONS ON
PRINCIPAL TRADES UNDER THE FEDERAL SECURITIES LAWS.

(d) (1) The Commissioner by rule or order may require that certain information
be furnished or disseminated BY INVESTMENT ADVISERS as appropriate in the public
interest or for the protection of investors and advisory clients.

(2) To the extent determined by the Commissioner in [his] THE
COMMISSIONER'S discretion, information furnished to clients or prospective clients of an
investment adviser [pursuant to] THAT WOULD BE IN COMPLIANCE WITH THE
DISCLOSURE REQUIREMENTS OF the Investment Advisers Act of 1940 and the rules
thereunder may be used in whole or partial satisfaction of this requirement.

11-304.

(a) (1) Neither the fact that an application for registration under Subtitle 4 of
this title or a registration statement OR NOTICE FILING under Subtitle 5 of this title has
been filed, nor the fact that a person or security is effectively registered constitutes a
finding by the Commissioner that any document filed under this title is true, complete,
and not misleading.

Subtitle 4. [Registration] REQUIREMENTS of Broker-Dealers, Agents, Investment
Advisers, [and] Investment Adviser Representatives[.], AND FEDERAL COVERED

ADVISERS.

11-401.

(a)     [It is unlawful for any] A person [to] MAY NOT transact business in this
State as a broker-dealer or agent unless [he] THE PERSON is registered under this
subtitle.

(b)     [It is unlawful for any] A person [to] MAY NOT transact business in this
State as an investment adviser or as an investment adviser representative unless:

(1) [He] THE PERSON is registered as an investment adviser or an
investment adviser representative under this subtitle; or

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