Representatives of a Registered Broker-Dealer (“BD”) or Registered Investment Advisor (“IA”) may only conduct business in a state if the representatives and the BD or IA they represent (a) satisfy the qualification requirements of, and are approved to do business by, that state; or (b) are excluded or exempted from that state’s registration requirements.

Representatives of a BD or IA are deemed to conduct business in a state to the extent that they would provide individualized responses to investor inquiries that involve (a) effecting, or attempting to effect, transactions in securities; or (b) rendering personalized investment advice for compensation.