KSC, TITLE 15. COMMERCE
Section 15.201. Registration of security.
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.
Section 15.202. Statement.
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
(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.
Section 15.203. Review of order.
(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.
(2) The registrar's findings of fact, if supported by evidence, are conclusive.
(3) The Court's ruling is subject to appeal.
Section 15.204. Misrepresentation.
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.