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Up to Feb 7 2011Feb 8 2011 onwards

2750. Transactions with Related Persons

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This rule is no longer applicable.

(a) Except as otherwise provided in paragraph (d), hereof, no member engaged in a fixed price offering of securities shall sell the securities to, or place the securities with, any person or account which is a related person of the member unless such related person is itself subject to this Rule or is a non-member foreign broker or dealer who has entered into the agreements required by Rule 2740(c).

(b) For purposes of this Rule, a "related person" of a member includes any person or account which directly or indirectly owns, is owned by or is under common ownership with the member.

(c) A person owns another person or account for purposes of this Rule if the person directly or indirectly:

(1) has the right to participate to the extent of more than 25 percent in the profits of the other person; or

(2) owns beneficially more than 25 percent of the outstanding voting securities of the person.

(d) The prohibition contained in paragraph (a), hereof, does not apply to the sale of securities to, or the placement of securities in, a trading or investment account of a member or a related person of a member after termination of the fixed price offering if the member or the related person of the member has made a bona fide public offering of the securities. A member or a related person of a member is presumed not to have made a bona fide public offering for the purpose of this paragraph if the securities being offered immediately trade in the secondary market at a price or prices which are at or above the public offering price.
Adopted by SR-NASD-78-03 eff. March 1, 1981.

Selected Notices: 77-31, 78-05, 78-14, 80-37, 80-66, 81-03.

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