N.Y. General Business Law Section 352-C
Prohibited acts constituting misdemeanor

  • felony

1.

It shall be illegal and prohibited for any person, partnership, corporation, company, trust or association, or any agent or employee thereof, to use or employ any of the following acts or practices:

(a)

Any fraud, deception, concealment, suppression, false pretense or fictitious or pretended purchase or sale;

(b)

Any promise or representation as to the future which is beyond reasonable expectation or unwarranted by existing circumstances;

(c)

Any representation or statement which is false, where the person who made such representation or statement:

(i)

knew the truth; or

(ii)

with reasonable effort could have known the truth; or

(iii)

made no reasonable effort to ascertain the truth; or

(iv)

did not have knowledge concerning the representation or statement made; where engaged in to induce or promote the issuance, distribution, exchange, sale, negotiation or purchase within or from this state of any securities or commodities, as defined in § 352 (Investigation by attorney-general)section three hundred fifty-two of this article, regardless of whether issuance, distribution, exchange, sale, negotiation or purchase resulted.

2.

It shall be illegal and prohibited for any person, partnership, corporation, company, trust or association, or any agent or employee thereof, to engage in any artifice, agreement, device or scheme to obtain money, profit or property by any of the means prohibited by this section.

3.

It shall be illegal and prohibited for any person, partnership, corporation, company, trust or association, or any agent or employee thereof, engaged in the sale of any securities or commodities, as defined in § 352 (Investigation by attorney-general)section three hundred fifty-two of this article, within or from the state of New York to represent that they are an “exchange” or use the word “exchange,” or any abbreviation or derivative thereof, in its name or assumed name unless it is registered with the Securities and Exchange Commission as a national securities exchange, pursuant to section six of the Securities and Exchange Act of 1934, or unless it has been designated as a contract market by the Commodity Futures Trading Commission, pursuant to section five of the Commodity Exchange Act.

4.

Except as provided in subdivision five or six, a person, partnership, corporation, company, trust or association, or any agent or employee thereof, using or employing any act or practice declared to be illegal and prohibited by this section, shall be guilty of a misdemeanor.

5.

Any person, partnership, corporation, company, trust or association, or any agent or employee thereof who intentionally engages in any scheme constituting a systematic ongoing course of conduct with intent to defraud ten or more persons or to obtain property from ten or more persons by false or fraudulent pretenses, representations or promises, and so obtains property from one or more of such persons while engaged in inducing or promoting the issuance, distribution, exchange, sale, negotiation or purchase of any securities or commodities, as defined in this article, shall be guilty of a class E felony.

6.

Any person, partnership, corporation, company, trust or association, or any agent or employee thereof who intentionally engages in fraud, deception, concealment, suppression, false pretense or fictitious or pretended purchase or sale, or who makes any material false representation or statement with intent to deceive or defraud, while engaged in inducing or promoting the issuance, distribution, exchange, sale, negotiation or purchase within or from this state of any securities or commodities, as defined in this article, and thereby wrongfully obtains property of a value in excess of two hundred fifty dollars, shall be guilty of a class E felony.

Source: Section 352-C — Prohibited acts constituting misdemeanor; felony, https://www.­nysenate.­gov/legislation/laws/GBS/352-C (updated Sep. 22, 2014; accessed Jun. 8, 2024).

352
Investigation by attorney-general
352‑A
Foreign corporation to make designation
352‑B
Non-resident brokers, dealers, salesmen and investment advisors
352‑C
Prohibited acts constituting misdemeanor
352‑D
Effect of prosecution under previous section
352‑E
Real estate syndication offerings
352‑EE
Conversion of non-residential property to residential cooperative or condominium ownership
352‑EEE
Conversions to cooperative or condominium ownership in certain cities, towns and villages located in the counties of Nassau, Westchester ...
352‑EEEE
Conversions to cooperative or condominium ownership in the city of New York
352‑F
Description of realty bonds
352‑G
Exemptions
352‑H
Trust funds
352‑I
Injunctive relief
352‑J
Application of article
352‑K
Broker dealer minimum capital requirements
352‑L
Cooperative corporations
353
Action by attorney-general
353‑A
Receivers
354
Examination of witnesses and preliminary injunction
355
Procedure on hearing
356
Powers of referee
357
Application of provisions of civil practice law and rules
358
Criminal prosecution
359
Immunity
359‑A
Appointment of deputies
359‑B
Effect of unconstitutionality of part of article
359‑C
Publication of state notices
359‑E
Definitions
359‑EE
Report of existence
359‑EEE
Definitions
359‑F
Exemptions from certain provisions of section three hundred fifty-nine-e
359‑FF
Registration of intra-state offerings
359‑FFF
Chain distributor schemes prohibited
359‑G
Violations and penalties
359‑H
Destruction of certain records, books and other data by the attorney-general

Accessed:
Jun. 8, 2024

Last modified:
Sep. 22, 2014

§ 352-C’s source at nysenate​.gov

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