|
ICR is not a broker-dealer and, therefore, refrains from any broker-dealer
activity.
Section 3(a)(4) of the Exchange Act defines a "broker"
as any person who is "engaged in the business of effecting
transactions in securities for the account of others." Section
15 of the Exchange Act makes it unlawful for a broker or dealer
"to effect transactions in, or to induce or attempt to induce
the purchase or sales of, any security (other than an exempted security
or commercial paper, bankers acceptances, or commercial bills)
unless such broker or dealer is registered" with the Commission.
A person affects transactions if he or she participates in securities
transactions "at key points in the chain of distribution."
Such participation includes, among other activities, assisting an
issuer to structure prospective securities transactions, helping
an issuer to identify potential purchasers of securities, soliciting
securities transactions, and participating in the order-taking or
order-routing process (for example, by taking transaction orders
from customers). Factors indicating that a person is "engaged
in the business" include, among others: receiving transaction-related
compensation; holding ones self out as a broker, as executing
trades, or as assisting others in completing securities transactions;
and participating in the securities business with some degree of
regularity. In addition to indicating that a person is "effecting
transactions," soliciting securities transactions is also evidence
of being "engaged in the business." ICR does not assist
in structuring, does not write business plans and does not sell
investments to others. We do train and educate as to how to approach
angels and we do provide lists of sources.
|