Broker Dealer Guide

This information has NOT been updated for the new Wisconsin Uniform Securities Law effective January 1, 2009. Please contact the Division at 608-266-2139 with any questions.

Updated 03/14/2008

This reference guide is intended to provide broker-dealers with answers to questions on application filings and day-to-day activities relating to record keeping, compliance issues and regulatory oversight. Please consult this guide first when you have general questions. If you do not find the answer, please call 608-266-2139 to reach an examiner in the Department of Financial Institutions Division of Securities.

This guide includes links that will allow you to immediately jump to specific statute or rule citations as well as to application forms and other areas of reference in the guide.

The Wisconsin Uniform Securities Law (Chapter 551, Wis. Stats.) and the accompanying rules (Chapters DFI-Sec 1-9, Wis. Adm. Code) are also available for viewing in their entirety.

Chapter 551, Wis. Stats.

Chapters DFI-Sec 1-9, Wis. Adm. Code

Updates to the guide will be made periodically, such as after adoption of new rules or Statutes.

Broker Dealer

A broker-dealer is a firm or individual who offers and sells securities to the public. Investment advice given by broker-dealers is usually incidental to the completion of purchase and sale transactions in securities. Compensation is normally in the form of commission but some firms now charge one fee for all services, based on the value of the assets in the account. All broker-dealers, regardless of their location, must be licensed to conduct business in Wisconsin unless they qualify for an exemption from licensing. A list of transactions which qualify for an exemption from licensing can be found in section 551.23(8)(a) thru (f), Wis. Stats. There is no de minimis or sophisticated/accredited investor exemption for broker-dealers in Wisconsin. The rule permitting unsolicited sales of certain unregistered securities does not apply to the licensing requirement. Any order, unsolicited or solicited, requires the firm to be licensed as a broker-dealer.

Securities Agent / Registered Representative

A securities agent is a person who represents a broker-dealer or issuer in offering or selling securities to the public or soliciting someone to become a customer of a broker-dealer. All securities agents, regardless of their location, must be licensed to conduct business in Wisconsin unless they qualify for an exemption from licensing. There is no de minimis or sophisticated investor exemption for securities agents. Also, there is no such thing as an "unsolicited rule" that allows an agent to accept unsolicited orders from Wisconsin customers without being licensed. For more details on securities agent requirements, see the Broker-dealer Agent or Agent of the Issuer section.

The Guide is broken down into topical sections. Please use the links on the left side of this page to go to your topic of interest.