MN Legislature

Accessibility menu

Session laws use visual text formatting such as stricken text to denote deleted language, and underlined text to denote new language. For users of the jaws screenreader it is recommended to configure jaws to use the proofreading scheme which will alter the pitch of the reading voice when reading stricken and underlined text. Instructions for configuring your jaws reader are provided by following this link.
If you can not or do not wish to configure your screen reader, deleted language will begin with the phrase "deleted text begin" and be followed by the phrase "deleted text end", new language will begin with the phrase "new text begin" and be followed by "new text end". Skip to text of Chapter 222.

Menu

Revisor of Statutes Menu

Authenticate

Pdf

1997 Minnesota Session Laws

Key: (1) language to be deleted (2) new language

                            CHAPTER 222-S.F.No. 501 
                  An act relating to commerce; providing powers and 
                  duties to the commissioner; regulating investments by 
                  certain licensees; regulating securities; modifying 
                  the real estate licensing exemption for closing 
                  agents; regulating real property appraisers; 
                  regulating residential building contractors and 
                  remodelers; requiring a compliance bond for sign 
                  contractors; modifying licensing requirements for 
                  collection agencies; regulating charitable trusts; 
                  regulating notaries public; regulating certificates of 
                  release by title insurance companies; making technical 
                  changes; amending Minnesota Statutes 1996, sections 
                  45.011, subdivision 1; 45.028, subdivision 1; 67A.231; 
                  80A.02, subdivision 1; 80A.04, subdivisions 3, 4, and 
                  by adding a subdivision; 80A.05, subdivisions 4, 5, 
                  and by adding a subdivision; 80A.06, subdivisions 1, 
                  2, and 3; 80A.08; 80A.12, by adding a subdivision; 
                  80A.14, subdivisions 3, 4, and by adding subdivisions; 
                  80A.15, subdivisions 1 and 2; 80A.16; 80A.28, 
                  subdivisions 1 and 2; 80C.01, subdivision 4; 82.19, by 
                  adding a subdivision; 82.20, subdivision 15; 82.22, 
                  subdivision 13; 82.24, subdivision 5; 82B.13, 
                  subdivisions 1, 4, and 5; 82B.14; 82B.19, subdivision 
                  1; 317A.141, by adding a subdivision; 317A.671; 
                  326.83, subdivisions 11 and 19; 326.84, subdivision 3; 
                  326.85, by adding a subdivision; 326.921; 332.33, 
                  subdivision 1, and by adding a subdivision; 332.34; 
                  333.01; 359.061; 359.071; 501B.35, subdivision 3; and 
                  507.401, subdivisions 2 and 3; proposing coding for 
                  new law in Minnesota Statutes, chapters 45; 60K; 80A; 
                  325E; and 333; repealing Minnesota Statutes 1996, 
                  section 60K.07, subdivision 1. 
        BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF MINNESOTA: 
           Section 1.  Minnesota Statutes 1996, section 45.011, 
        subdivision 1, is amended to read: 
           Subdivision 1.  [SCOPE.] As used in chapters 45 to 83, 
        155A, 309, 332, 345, and 359, and sections 326.83 to 326.98 
        326.991, and 386.61 to 386.78, unless the context indicates 
        otherwise, the terms defined in this section have the meanings 
        given them.  
           Sec. 2.  [45.0111] [TEMPORARY LICENSES.] 
           Subdivision 1.  [AUTHORITY.] The commissioner may grant a 
        temporary license to an applicant who can demonstrate successful 
        completion of all requirements for a permanent license.  The 
        temporary license will remain in effect until the earliest of: 
           (1) receipt by the applicant of the permanent license; 
           (2) the expiration of 45 days from the date on which the 
        temporary license was granted; or 
           (3) denial by the commissioner of the permanent license. 
           Subd. 2.  [NONAPPLICATION.] A temporary license as 
        described in this section may not be issued to an applicant for 
        licensure as a: 
           (1) currency exchange regulated under chapter 53A; 
           (2) collection agency regulated under sections 332.31 to 
        332.45; 
           (3) credit service organization regulated under sections 
        332.52 to 332.60; or 
           (4) broker dealer, investment advisor, or agent regulated 
        under chapter 80A. 
           Sec. 3.  [45.0112] [STREET ADDRESSES REQUIRED.] 
           Licensees or applicants for licenses issued by the 
        commissioner shall provide to the commissioner a residence 
        telephone number, a street address where the licensee actually 
        resides, and a street address where the licensee's business is 
        physically located.  A post office box address is not sufficient 
        to satisfy this requirement.  The individual shall notify the 
        department of any change in street address or residence 
        telephone number within ten days. 
           Sec. 4.  Minnesota Statutes 1996, section 45.028, 
        subdivision 1, is amended to read: 
           Subdivision 1.  [REQUIREMENT.] (a) When a person, including 
        any nonresident of this state, engages in conduct prohibited or 
        made actionable by chapters 45 to 83, 155A, 309, and 332, and 
        section 326.83, or any rule or order under those chapters, and 
        the person has not filed a consent to service of process under 
        chapters 45 to 83, 155A, 309, and 332, and section 326.83, that 
        conduct is equivalent to an appointment of the commissioner as 
        the person's attorney to receive service of process in any 
        noncriminal suit, action, or proceeding against the person which 
        is based on that conduct and is brought under chapters 45 to 83, 
        155A, 309, and 332, and section 326.83, or any rule or order 
        under those chapters.  
           (b) Subdivision 2 applies in all other cases under chapters 
        45 to 83, 155A, 309, and 332, and section 326.83, or any rule or 
        order under those chapters, in which a person, including a 
        nonresident of this state, has filed a consent to service of 
        process.  This paragraph supersedes any inconsistent provision 
        of law.  
           (c) Subdivision 2 applies in all cases in which service of 
        process is allowed to be made on the commissioner of commerce. 
           Sec. 5.  [45.0292] [LICENSE RECIPROCITY.] 
           The commissioner may waive all or part of the requirements 
        of prelicense education, examination, and continuing education 
        for individuals of other jurisdictions if: 
           (1) a written reciprocal licensing agreement is in effect 
        between the commissioner and the licensing officials of that 
        jurisdiction; 
           (2) the individual is licensed in that jurisdiction; and 
           (3) the licensing requirements of that jurisdiction are 
        substantially similar to the corresponding licensing 
        requirements of the commerce department. 
           Sec. 6.  [45.0293] [REGULATION OF GROUP LIFE INSURANCE.] 
           The commissioner may waive all or part of the requirements 
        of section 61A.09, subdivision 3, if: 
           (1) all the premiums under the group policy are paid by the 
        group policyholder; 
           (2) the loans insured are first real estate residential 
        mortgage loans owned or guaranteed by the group policyholder; 
        and 
           (3) the group policy is in the best interests of insured 
        debtors. 
           Sec. 7.  [60K.20] [SOCIAL SECURITY NUMBERS OF LICENSED 
        AGENTS; COMMISSIONER'S AUTHORITY TO PROVIDE TO NAIC.] 
           The commissioner may provide the social security numbers of 
        licensed insurance agents to the National Association of 
        Insurance Commissioners. 
           Sec. 8.  Minnesota Statutes 1996, section 67A.231, is 
        amended to read: 
           67A.231 [DEPOSIT OF FUNDS; INVESTMENT; LIMITATIONS.] 
           The directors of any township mutual insurance company may 
        authorize the treasurer to invest any of its funds and 
        accumulations in:  
           (a) Bonds, notes, mortgages, or other obligations 
        guaranteed by the full faith and credit of the United States of 
        America and those for which the credit of the United States is 
        pledged to pay principal, interest or dividends, including 
        United States agency and instrumentality bonds, debentures, or 
        obligations; 
           (b) Bonds, notes, evidence of indebtedness, or other public 
        authority obligations guaranteed by this state; 
           (c) Bonds, notes, evidence of the indebtedness or other 
        obligations guaranteed by the full faith and credit of any 
        county, municipality, school district, or other duly authorized 
        political subdivision of this state; 
           (d) Bonds or other interest bearing obligations, payable 
        from revenues, provided that the bonds or other interest bearing 
        obligations are at the time of purchase rated among the highest 
        four quality categories used by a nationally recognized rating 
        agency for rating the quality of similar bonds or other interest 
        bearing obligations, and are not rated lower by any other such 
        agency; or obligations of a United States agency or 
        instrumentality that have been rated in one of the two highest 
        categories established by the Securities Valuation Office of the 
        National Association of Insurance Commissioners.  A company may 
        not invest more than 20 percent of its admitted assets in the 
        obligations of any one corporation.  This is not applicable to 
        bonds or other interest bearing obligations in default as to 
        principal; 
           (e) Investments in the obligations stated in paragraphs 
        (a), (b), (c), and (d), may be made either directly or in the 
        form of securities of, or other interests in, an investment 
        company registered under the Federal Investment Company Act of 
        1940.  Investment company shares authorized pursuant to this 
        subdivision shall not exceed 20 percent of the company's 
        surplus.  These obligations must be carried at the lower of cost 
        or market on the annual statement filed with the commissioner 
        and adjusted to market on an annual basis; 
           (f) Loans upon improved and unencumbered real property in 
        this state worth at least twice the amount loaned thereon, not 
        including buildings, unless insured by property insurance 
        policies payable to and held by the security holder; 
           (g) Real estate, including land, buildings and fixtures, 
        located in this state and used primarily as home office space 
        for the insurance company; 
           (h) Demand or time deposits or savings accounts in 
        federally insured depositories located in this state to the 
        extent that the deposit or investment is insured by the Federal 
        Deposit Insurance Corporation, Federal Savings and Loan 
        Corporation, or the National Credit Union Administration.  An 
        additional deposit not to exceed 50 percent of the township 
        mutual insurance company's policyholder surplus may be located 
        in these depositories if covered by private deposit insurance 
        written by an insurer licensed by the department of commerce; 
           (i) Guarantee fund certificates of a mutual insurer which 
        reinsures the business of the township mutual insurance 
        company.  The commissioner may by rule limit the amount of 
        guarantee fund certificates which the township mutual insurance 
        company may purchase and this limit may be a function of the 
        size of the township mutual insurance company; and 
           (j) Up to $1,500 in stock of an insurer which issues 
        directors and officers liability insurance to township mutual 
        insurance company directors and officers. 
           Sec. 9.  Minnesota Statutes 1996, section 80A.02, 
        subdivision 1, is amended to read: 
           Subdivision 1.  [ADVISORY ACTIVITIES AND PRINCIPAL 
        TRANSACTIONS.] (a) It is unlawful for any person who receives, 
        directly or indirectly, any consideration from another primarily 
        for advising the other as to the value of securities or their 
        purchase or sale: 
           (a) (1)  to employ any device, scheme, or artifice to 
        defraud the other; or 
           (b) (2) to engage in any act, practice, or course of 
        business which operates or would operate as a fraud or deceit 
        upon the other; or. 
           (c) (b) It is unlawful for an investment adviser to 
        knowingly sell any security to or purchase any security from a 
        client while acting as principal for the person's own account or 
        knowingly effect any sale or purchase of any security for the 
        account of a client while acting as broker for one other than 
        the client, unless the person discloses to the client in writing 
        before the execution of the transaction the capacity in which 
        the person is acting and obtains the consent of the client to 
        the transaction. 
           Sec. 10.  Minnesota Statutes 1996, section 80A.04, 
        subdivision 3, is amended to read: 
           Subd. 3.  It is unlawful for any person to transact 
        business in this state as an investment adviser unless that 
        person is so licensed or licensed as a broker-dealer under this 
        chapter or unless:  (1) that person's only clients in this state 
        are investment companies as defined in the Investment Company 
        Act of 1940, other investment advisers, broker-dealers, banks, 
        trust companies, savings associations, federal covered advisers 
        insurance companies, employee benefit plans, corporations with a 
        class of equity securities registered under section 12(b) or 
        12(g) of the Securities Exchange Act of 1934, small business 
        investment companies, and government agencies or 
        instrumentalities, whether acting for themselves or as trustees 
        with investment control, or other institutional investors as are 
        designated by rule or order of the commissioner. buyers; or (2) 
        that person has no place of business in this state and during 
        the preceding 12-month period has had fewer than six clients who 
        are residents of this state. 
           Sec. 11.  Minnesota Statutes 1996, section 80A.04, 
        subdivision 4, is amended to read: 
           Subd. 4.  Every license shall expire or notice filing 
        expires on December 31 of each year unless an application for 
        renewal has been received by the commissioner by November 15. 
           Sec. 12.  Minnesota Statutes 1996, section 80A.04, is 
        amended by adding a subdivision to read: 
           Subd. 5.  Except with respect to advisers whose only 
        clients are those described in subdivision 3, clause (2), it is 
        unlawful for a federal covered adviser to conduct advisory 
        business in this state unless the person complies with section 
        80A.05, subdivision 1a. 
           Sec. 13.  Minnesota Statutes 1996, section 80A.05, is 
        amended by adding a subdivision to read: 
           Subd. 1a.  [FEDERAL COVERED ADVISERS.] Except with respect 
        to federal covered advisers whose only clients are those 
        described in section 80A.04, subdivision 3, clause (2), a 
        federal covered adviser shall file with the commissioner, before 
        acting as a federal covered adviser in this state, all documents 
        required by the commissioner that have been filed with the 
        Securities and Exchange Commission.  Notwithstanding any other 
        provision of this section, until October 10, 1999, the 
        commissioner may require the registration of any federal covered 
        investment adviser who has failed to promptly pay the fees 
        required by section 80A.28 after being notified in writing by 
        the commissioner of the nonpayment or underpayment of such 
        fees.  A person shall be considered to have promptly paid such 
        fees if the fees are remitted to the commissioner within 15 days 
        following the receipt of written notification from the 
        commissioner. 
           Sec. 14.  Minnesota Statutes 1996, section 80A.05, 
        subdivision 4, is amended to read: 
           Subd. 4.  The commissioner may by rule require a minimum 
        capital for broker-dealers, subject to the limitations of 
        section 15 of the Securities Act of 1934, and establish minimum 
        financial requirements for investment advisers and establish 
        limitations on aggregate indebtedness of broker-dealers in 
        relation to net capital., subject to the limitations of section 
        222 of the Investment Advisers Act of 1940 which may include 
        different requirements for those investment advisers who 
        maintain custody of clients' funds or securities or who have 
        discretionary authority over the funds or securities and those 
        investment advisers who do not. 
           Sec. 15.  Minnesota Statutes 1996, section 80A.05, 
        subdivision 5, is amended to read: 
           Subd. 5.  The commissioner may by rule require licensed 
        broker-dealers, agents and investment advisers who have custody 
        of or discretionary authority over client funds or securities, 
        to post surety bonds in amounts up to $25,000, as the 
        commissioner may prescribe subject to the limitations of section 
        15 of the Securities Exchange Act of 1934 for broker-dealers and 
        section 222 of the Investment Advisers Act of 1940 for 
        investment advisers and may by rule or order determine their 
        conditions.  Any appropriate deposit of cash or securities shall 
        be accepted in lieu of any bond so required.  No bond may be 
        required of any broker-dealer whose net capital, which may be 
        defined by rule, exceeds $25,000 the amounts required by the 
        commissioner.  Every bond shall provide for suit thereon by any 
        person who has a cause of action under section 80A.23 and, if 
        the commissioner by rule or order requires, by any person who 
        has a cause of action not arising under sections 80A.01 to 
        80A.31.  Every bond shall provide that no suit may be maintained 
        to enforce any liability on the bond unless brought within three 
        years after the sale or other act upon which it is based.  
           Sec. 16.  Minnesota Statutes 1996, section 80A.06, 
        subdivision 1, is amended to read: 
           Subdivision 1.  Every licensed broker-dealer and investment 
        adviser shall make and keep all accounts, correspondence, 
        memoranda, papers, books and other records which the 
        commissioner by rule prescribes by rule or order, except as 
        provided by section 15 of the Securities Act of 1934 in the case 
        of a broker-dealer and section 222 of the Investment Advisers 
        Act of 1940 in the case of an investment adviser.  All records 
        required shall be preserved for three years unless the 
        commissioner by rule prescribes otherwise for particular types 
        of records.  All required records shall be kept within the state 
        or shall, at the request of the commissioner, be made available 
        at any time for examination by the commissioner either in the 
        principal office of the licensee or by production of exact 
        copies thereof in this state. 
           Sec. 17.  Minnesota Statutes 1996, section 80A.06, 
        subdivision 2, is amended to read: 
           Subd. 2.  Every licensed broker-dealer and investment 
        adviser shall file such reports as the commissioner by rule or 
        order prescribes except as provided in section 15 of the 
        Securities Exchange Act of 1934 in the case of a broker-dealer 
        and section 222 of the Investment Advisers Act of 1940 in the 
        case of an investment adviser.  
           Sec. 18.  Minnesota Statutes 1996, section 80A.06, 
        subdivision 3, is amended to read: 
           Subd. 3.  If the information contained in any document 
        filed with the commissioner is or becomes inaccurate or 
        incomplete in any material respect, the licensee or federal 
        covered adviser shall within 30 days file a correcting amendment 
        unless notification of the correction has been given under 
        section 80A.04, subdivision 2.  
           Sec. 19.  Minnesota Statutes 1996, section 80A.08, is 
        amended to read: 
           80A.08 [REGISTRATION REQUIREMENT.] 
           It is unlawful for any person to offer or sell any security 
        in this state unless (a) it is registered under sections 80A.01 
        to 80A.31 or (b) the security or transaction is exempted under 
        section 80A.15 or (c) it is a federal covered security.  
           Sec. 20.  Minnesota Statutes 1996, section 80A.12, is 
        amended by adding a subdivision to read: 
           Subd. 12.  [COORDINATED REGISTRATION.] The commissioner may 
        enter into cooperative and reciprocal agreements with members of 
        a national securities regulatory organization composed of 
        securities administrators of this and other states to 
        participate in a coordinated review of securities offerings in 
        lieu of conducting the commissioner's own review. 
           Sec. 21.  [80A.122] [FEDERAL COVERED SECURITIES.] 
           Subdivision 1.  [18(b)(2) FILINGS.] The commissioner may, 
        by rule or otherwise, require the filing of any or all of the 
        following documents with respect to a federal covered security 
        under section 18(b)(2) of the Securities Act of 1933: 
           (1) prior to the initial offer of a federal covered 
        security in this state, all documents that are part of a current 
        federal registration statement filed with the Securities and 
        Exchange Commission under the Securities Act of 1933, together 
        with a fee and a consent to service of process; 
           (2) after the initial offer of a federal covered security 
        in this state, all documents that are part of an amendment to a 
        current federal registration statement filed with the Securities 
        and Exchange Commission under the Securities Act of 1933, which 
        must be filed concurrently with the commissioner; 
           (3) notices that increase the aggregate amount of 
        securities offered or sold in this state, together with the fee. 
           Subd. 2.  [18(b)(4)(D) FILINGS.] With respect to a security 
        that is a federal covered security under section 18(b)(4)(D) of 
        the Securities Act of 1933, the commissioner, by rule or 
        otherwise, may require the issuer to file a notice on form D of 
        the Securities and Exchange Commission, together with a fee and 
        a consent to service of process no later than 15 days after the 
        first sale of the covered security in this state. 
           Subd. 3.  [18(b)(3) or (4) FILINGS.] The commissioner, by 
        rule or otherwise, may require the filing of any document filed 
        with the Securities and Exchange Commission under the Securities 
        Act of 1933 with respect to a federal covered security under 
        section 18(b)(3) or (4) of the Securities Act of 1933 together 
        with the fee. 
           Subd. 4.  [REGISTRATION.] Notwithstanding any other 
        provision of this section, until October 10, 1999, the 
        commissioner may require registration of a federal covered 
        security for which the fees required by section 80A.28 have not 
        been promptly paid after the issuer of such securities has been 
        notified in writing by the commissioner of the nonpayment or 
        underpayment of such fees.  An issuer shall be considered to 
        have promptly paid such fees if the fees are remitted to the 
        commissioner within 15 days following the receipt of written 
        notification from the commissioner. 
           Subd. 5.  [STOP ORDERS.] The commissioner may issue a stop 
        order suspending the offer and sale of a federal covered 
        security, except a federal covered security under section 
        18(b)(1) of the Securities Act of 1933, if the commissioner 
        finds that:  (1) the order is in the public interest; and (2) 
        there is a failure to comply with any condition established 
        under this section. 
           Subd. 6.  [COMMISSIONER'S WAIVER.] The commissioner may, by 
        rule or otherwise, waive any or all of the provisions of this 
        section. 
           Sec. 22.  Minnesota Statutes 1996, section 80A.14, 
        subdivision 3, is amended to read: 
           Subd. 3.  [AGENT.] "Agent" means any individual other than 
        a broker-dealer who represents a broker-dealer or issuer in 
        effecting or attempting to effect purchases or sales of 
        securities.  "Agent" does not include: 
           (a) an individual who represents an issuer in: 
           (1) effecting transactions in a security exempted by 
        section 80A.15, subdivision 1; 
           (2) effecting transactions exempted by section 80A.15, 
        subdivision 2; 
           (3) effecting transactions with existing employees, 
        partners or directors of the issuer if no commission or other 
        remuneration is paid or given directly or indirectly for 
        soliciting any person in this state; 
           (4) effecting other transactions, if the individual is an 
        officer or director of the issuer, no commission or other 
        remuneration is paid or given directly or indirectly for 
        soliciting any person in this state, and, upon application, the 
        individual is specifically authorized by name in an order issued 
        by the commissioner; or 
           (5) effecting transactions in securities registered by 
        notification under section 80A.09 if no commission or other 
        remuneration is paid or given directly or indirectly for 
        soliciting any person in this state.; or 
           (6) effecting transactions in a federal covered security as 
        described in sections 18(b)(3) and 18(b)(4) of the Securities 
        Act of 1933; or 
           (b) an individual who represents a broker-dealer in 
        effecting transactions in the state limited to those 
        transactions described in section 15(h)(2) of the Securities 
        Exchange Act of 1934. 
           A partner, officer or director of a broker-dealer or 
        issuer, or a person occupying a similar status or performing 
        similar functions, is an agent only if that person otherwise 
        comes within this definition. 
           Sec. 23.  Minnesota Statutes 1996, section 80A.14, 
        subdivision 4, is amended to read: 
           Subd. 4.  [BROKER-DEALER.] "Broker-dealer" means any person 
        engaged in the business of effecting transactions in securities 
        for the account of others or for that person's own account. 
        "Broker-dealer" does not include: 
           (1) an agent; 
           (2) an issuer; 
           (3) a trust company; or 
           (4) a bank, savings institution, savings association, 
        credit union: 
           (i) acting for the account of others, provided that such 
        activities are conducted in compliance with such rules as may be 
        adopted by the commissioner; 
           (ii) acting for its own account; or 
           (iii) acting in a fiduciary capacity pursuant to the powers 
        and privileges described by sections 48.36 to 48.49 or United 
        States Code, title 12, section 92(a); 
           (5) a person who has no place of business in this state if 
        that person effects transactions in this state exclusively with 
        or through (i) the issuers of the securities involved in the 
        transactions, (ii) other broker-dealers, or (iii) banks, savings 
        institutions, trust companies, insurance companies, investment 
        companies as defined in the Investment Company Act of 1940, 
        pension or profit sharing trusts, or other financial 
        institutions or institutional buyers, or to broker-dealers, 
        whether the purchaser is acting for itself or in some fiduciary 
        capacity; or 
           (6) other persons not within the intent of this subsection 
        whom the commissioner by rule or order designates. 
           Sec. 24.  Minnesota Statutes 1996, section 80A.14, is 
        amended by adding a subdivision to read: 
           Subd. 5a.  [FEDERAL COVERED ADVISER.] "Federal covered 
        adviser" means a person who is:  (1) registered under section 
        203 of the Investment Act of 1940; or (2) is excluded from the 
        definition of "investment adviser" under section 202(a)(11). 
           Sec. 25.  Minnesota Statutes 1996, section 80A.14, is 
        amended by adding a subdivision to read: 
           Subd. 5b.  [FEDERAL COVERED SECURITY.] "Federal covered 
        security" means a security that is a covered security under 
        section 18(b) of the Securities Act of 1933 or regulations 
        adopted under that act. 
           Sec. 26.  Minnesota Statutes 1996, section 80A.14, is 
        amended by adding a subdivision to read: 
           Subd. 8a.  [INSTITUTIONAL BUYER.] For the purposes of 
        sections 80A.04, subdivision 3; 80A.14, subdivision 4, clause 
        (5); and 80A.15, subdivision 2, paragraph (g), "institutional 
        buyer" includes, but is not limited to, a corporation with a 
        class of equity securities registered under section 12(b) or 
        12(g) of the Securities Exchange Act of 1934, as amended, a 
        "qualified institutional buyer" within the meaning of rule 144A, 
        and an "accredited investor" within the meaning of rule 501(a) 
        of regulation D. 
           Sec. 27.  Minnesota Statutes 1996, section 80A.15, 
        subdivision 1, is amended to read: 
           Subdivision 1.  The following securities are exempted from 
        sections 80A.08 and 80A.16: 
           (a) Any security, including a revenue obligation, issued or 
        guaranteed by the United States, any state, any political 
        subdivision of a state, or any agency or corporate or other 
        instrumentality of one or more of the foregoing.; but this 
        exemption does not apply to a security issued by any of the 
        foregoing that is payable solely from payments to be received in 
        respect of property or money used under a lease, sale, or loan 
        arrangement by or for a nongovernmental industrial or commercial 
        enterprise.  Pursuant to section 106(c) of the Secondary 
        Mortgage Market Enhancement Act of 1984, Public Law Number 
        98-440, this exemption does not apply to a security that is 
        offered or sold pursuant to section 106(a)(1) or (2) of that act.
           (b) Any security issued or guaranteed by Canada, any 
        Canadian province, any political subdivision of any province, 
        any agency or corporate or other instrumentality of one or more 
        of the foregoing, if the security is recognized as a valid 
        obligation by the issuer or guarantor; but this exemption shall 
        not include any revenue obligation payable solely from payments 
        to be made in respect of property or money used under a lease, 
        sale or loan arrangement by or for a nongovernmental industrial 
        or commercial enterprise. 
           (c) Any security issued by and representing an interest in 
        or a debt of, or guaranteed by, any bank organized under the 
        laws of the United States, or any bank, savings institution or 
        trust company organized under the laws of any state and subject 
        to regulation in respect of the issuance or guarantee of its 
        securities by a governmental authority of that state. 
           (d) Any security issued by and representing an interest in 
        or a debt of, or guaranteed by, any federal savings association, 
        or any savings association or similar association organized 
        under the laws of any state and authorized to do business in 
        this state. 
           (e) Any security issued or guaranteed by any federal credit 
        union or any credit union, or similar association organized and 
        supervised under the laws of this state. 
           (f) Any security listed or approved for listing upon notice 
        of issuance on the New York Stock Exchange, the American Stock 
        Exchange, the Midwest Stock Exchange, the Pacific Stock 
        Exchange, or the Chicago Board Options Exchange; any other 
        security of the same issuer which is of senior or substantially 
        equal rank; any security called for by subscription rights or 
        warrants so listed or approved; or any warrant or right to 
        purchase or subscribe to any of the foregoing.  This exemption 
        does not apply to second tier listings on any of the exchanges 
        in this paragraph. 
           (g) Any commercial paper which arises out of a current 
        transaction or the proceeds of which have been or are to be used 
        for current transactions, and which evidences an obligation to 
        pay cash within nine months of the date of issuance, exclusive 
        of days of grace, or any renewal of the paper which is likewise 
        limited, or any guarantee of the paper or of any renewal which 
        are not advertised for sale to the general public in newspapers 
        or other publications of general circulation or otherwise, or by 
        radio, television or direct mailing. 
           (h) Any interest in any employee's savings, stock purchase, 
        pension, profit sharing or similar benefit plan, or a 
        self-employed person's retirement plan. 
           (i) Any security issued or guaranteed by any railroad, 
        other common carrier or public utility which is subject to 
        regulation in respect to the issuance or guarantee of its 
        securities by a governmental authority of the United States. 
           (j) Any interest in a common trust fund or similar fund 
        maintained by a state bank or trust company organized and 
        operating under the laws of Minnesota, or a national bank 
        wherever located, for the collective investment and reinvestment 
        of funds contributed thereto by the bank or trust company in its 
        capacity as trustee, executor, administrator, or guardian; and 
        any interest in a collective investment fund or similar fund 
        maintained by the bank or trust company, or in a separate 
        account maintained by an insurance company, for the collective 
        investment and reinvestment of funds contributed thereto by the 
        bank, trust company or insurance company in its capacity as 
        trustee or agent, which interest is issued in connection with an 
        employee's savings, pension, profit sharing or similar benefit 
        plan, or a self-employed person's retirement plan. 
           (k) Any security which meets all of the following 
        conditions: 
           (1) If the issuer is not organized under the laws of the 
        United States or a state, it has appointed a duly authorized 
        agent in the United States for service of process and has set 
        forth the name and address of the agent in its prospectus; 
           (2) A class of the issuer's securities is required to be 
        and is registered under section 12 of the Securities Exchange 
        Act of 1934, and has been so registered for the three years 
        immediately preceding the offering date; 
           (3) Neither the issuer nor a significant subsidiary has had 
        a material default during the last seven years, or for the 
        period of the issuer's existence if less than seven years, in 
        the payment of (i) principal, interest, dividend, or sinking 
        fund installment on preferred stock or indebtedness for borrowed 
        money, or (ii) rentals under leases with terms of three years or 
        more; 
           (4) The issuer has had consolidated net income, before 
        extraordinary items and the cumulative effect of accounting 
        changes, of at least $1,000,000 in four of its last five fiscal 
        years including its last fiscal year; and if the offering is of 
        interest bearing securities, has had for its last fiscal year, 
        net income, before deduction for income taxes and depreciation, 
        of at least 1-1/2 times the issuer's annual interest expense, 
        giving effect to the proposed offering and the intended use of 
        the proceeds.  For the purposes of this clause "last fiscal 
        year" means the most recent year for which audited financial 
        statements are available, provided that such statements cover a 
        fiscal period ended not more than 15 months from the 
        commencement of the offering; 
           (5) If the offering is of stock or shares other than 
        preferred stock or shares, the securities have voting rights and 
        the rights include (i) the right to have at least as many votes 
        per share, and (ii) the right to vote on at least as many 
        general corporate decisions, as each of the issuer's outstanding 
        classes of stock or shares, except as otherwise required by law; 
        and 
           (6) If the offering is of stock or shares, other than 
        preferred stock or shares, the securities are owned beneficially 
        or of record, on any date within six months prior to the 
        commencement of the offering, by at least 1,200 persons, and on 
        that date there are at least 750,000 such shares outstanding 
        with an aggregate market value, based on the average bid price 
        for that day, of at least $3,750,000.  In connection with the 
        determination of the number of persons who are beneficial owners 
        of the stock or shares of an issuer, the issuer or broker-dealer 
        may rely in good faith for the purposes of this clause upon 
        written information furnished by the record owners. 
           (l) Any certificate of indebtedness sold or issued for 
        investment, other than a certificate of indebtedness pledged as 
        a security for a loan made contemporaneously therewith, and any 
        savings account or savings deposit issued, by an industrial loan 
        and thrift company. 
           (m) Any security designated or approved for designation 
        upon notice of issuance on the NASDAQ/National Market System; 
        any other security of the same issuer that is of senior or 
        substantially equal rank; any security called for by 
        subscription rights or warrants so designated or approved; or 
        any warrant or right to purchase or subscribe to any of the 
        securities referred to in this paragraph; provided that the 
        National Market System provides the commissioner with notice of 
        any material change in its designation requirements.  The 
        commissioner may revoke this exemption if the commissioner 
        determines that the designation requirements are not enforced or 
        are amended in a manner that lessens protection to investors. 
           Sec. 28.  Minnesota Statutes 1996, section 80A.15, 
        subdivision 2, is amended to read: 
           Subd. 2.  The following transactions are exempted from 
        sections 80A.08 and 80A.16: 
           (a) Any sales, whether or not effected through a 
        broker-dealer, provided that: 
           (1) no person shall make more than ten sales of securities 
        of the same issuer pursuant to this exemption, exclusive of 
        sales according to clause (2), during any period of 12 
        consecutive months; provided further, that in the case of sales 
        by an issuer, except sales of securities registered under the 
        Securities Act of 1933 or exempted by section 3(b) of that act, 
        (i) the seller reasonably believes that all buyers are 
        purchasing for investment, and (ii) the securities are not 
        advertised for sale to the general public in newspapers or other 
        publications of general circulation or otherwise, or by radio, 
        television, electronic means or similar communications media, or 
        through a program of general solicitation by means of mail or 
        telephone; and 
           (2) no issuer shall make more than 25 sales of its 
        securities according to this exemption, exclusive of sales 
        pursuant to clause (1), during any period of 12 consecutive 
        months; provided further, that the issuer meets the conditions 
        in clause (1) and, in addition meets the following additional 
        conditions:  (i) files with the commissioner, ten days before a 
        sale according to this clause, a statement of issuer on a form 
        prescribed by the commissioner; and (ii) no commission or other 
        remuneration is paid or given directly or indirectly for 
        soliciting any prospective buyers in this state in connection 
        with a sale according to this clause except reasonable and 
        customary commissions paid by the issuer to a broker-dealer 
        licensed under this chapter. 
           (b) Any nonissuer distribution of an outstanding security 
        if (1) either Moody's, Fitch's, or Standard & Poor's Securities 
        Manuals, or other recognized manuals approved by the 
        commissioner contains the names of the issuer's officers and 
        directors, a balance sheet of the issuer as of a date not more 
        than 18 months prior to the date of the sale, and a profit and 
        loss statement for the fiscal year preceding the date of the 
        balance sheet, and (2) the issuer or its predecessor has been in 
        active, continuous business operation for the five-year period 
        next preceding the date of sale, and (3) if the security has a 
        fixed maturity or fixed interest or dividend provision, the 
        issuer has not, within the three preceding fiscal years, 
        defaulted in payment of principal, interest, or dividends on the 
        securities. 
           (c) The execution of any orders by a licensed broker-dealer 
        for the purchase or sale of any security, pursuant to an 
        unsolicited offer to purchase or sell; provided that the 
        broker-dealer acts as agent for the purchaser or seller, and has 
        no direct material interest in the sale or distribution of the 
        security, receives no commission, profit, or other compensation 
        from any source other than the purchaser and seller and delivers 
        to the purchaser and seller written confirmation of the 
        transaction which clearly itemizes the commission, or other 
        compensation. 
           (d) Any nonissuer sale of notes or bonds secured by a 
        mortgage lien if the entire mortgage, together with all notes or 
        bonds secured thereby, is sold to a single purchaser at a single 
        sale. 
           (e) Any judicial sale, exchange, or issuance of securities 
        made pursuant to an order of a court of competent jurisdiction. 
           (f) The sale, by a pledge holder, of a security pledged in 
        good faith as collateral for a bona fide debt. 
           (g) Any offer or sale to a bank, savings institution, trust 
        company, insurance company, investment company as defined in the 
        Investment Company Act of 1940, pension or profit sharing trust, 
        or other financial institution or institutional buyer, or to a 
        broker-dealer, whether the purchaser is acting for itself or in 
        some fiduciary capacity. 
           (h) An offer or sale of securities by an issuer made in 
        reliance on the exemptions provided by Rule 505 or 506 of 
        Regulation D promulgated by the Securities and Exchange 
        Commission, Code of Federal Regulations, title 17, sections 
        230.501 to 230.508, subject to the conditions and definitions 
        provided by Rules 501 to 503 of Regulation D, if the offer and 
        sale also satisfies the conditions and limitations in clauses 
        (1) to (10). 
           (1) The exemption under this paragraph is not available for 
        the securities of an issuer if any of the persons described in 
        Rule 252(c) to (f) of Regulation A promulgated by the Securities 
        and Exchange Commission, Code of Federal Regulations, title 17, 
        sections 230.251 to 230.263:  
           (i) has filed a registration statement that is the subject 
        of a currently effective order entered against the issuer, its 
        officers, directors, general partners, controlling persons, or 
        affiliates, according to any state's law within five years 
        before the filing of the notice required under clause (5), 
        denying effectiveness to, or suspending or revoking the 
        effectiveness of, the registration statement; 
           (ii) has been convicted, within five years before the 
        filing of the notice required under clause (5), of a felony or 
        misdemeanor in connection with the offer, sale, or purchase of a 
        security or franchise, or a felony involving fraud or deceit, 
        including but not limited to forgery, embezzlement, obtaining 
        money under false pretenses, larceny, or conspiracy to defraud; 
           (iii) is subject to an effective administrative order or 
        judgment entered by a state securities administrator within five 
        years before the filing of the notice required under clause (5), 
        that prohibits, denies, or revokes the use of an exemption from 
        securities registration, that prohibits the transaction of 
        business by the person as a broker-dealer or agent, or that is 
        based on fraud, deceit, an untrue statement of a material fact, 
        or an omission to state a material fact; or 
           (iv) is subject to an order, judgment, or decree of a court 
        entered within five years before the filing of the notice 
        required under clause (5), temporarily, preliminarily, or 
        permanently restraining or enjoining the person from engaging in 
        or continuing any conduct or practice in connection with the 
        offer, sale, or purchase of a security, or the making of a false 
        filing with a state. 
           A disqualification under paragraph (h) involving a 
        broker-dealer or agent is waived if the broker-dealer or agent 
        is or continues to be licensed in the state in which the 
        administrative order or judgment was entered against the person 
        or if the broker-dealer or agent is or continues to be licensed 
        in this state as a broker-dealer or agent after notifying the 
        commissioner of the act or event causing disqualification. 
           The commissioner may waive a disqualification under 
        paragraph (h) upon a showing of good cause that it is not 
        necessary under the circumstances that use of the exemption be 
        denied. 
           A disqualification under paragraph (h) may be waived if the 
        state securities administrator or agency of the state that 
        created the basis for disqualification has determined, upon a 
        showing of good cause, that it is not necessary under the 
        circumstances that an exemption from registration of securities 
        under the state's laws be denied. 
           It is a defense to a violation of paragraph (h) based upon 
        a disqualification if the issuer sustains the burden of proof to 
        establish that the issuer did not know, and in the exercise of 
        reasonable care could not have known, that a disqualification 
        under paragraph (h) existed. 
           (2) This exemption must not be available to an issuer with 
        respect to a transaction that, although in technical compliance 
        with this exemption, is part of a plan or scheme to evade 
        registration or the conditions or limitations explicitly stated 
        in paragraph (h). 
           (3) No commission, finder's fee, or other remuneration 
        shall be paid or given, directly or indirectly, for soliciting a 
        prospective purchaser, unless the recipient is appropriately 
        registered licensed, or exempt from registration licensure, in 
        this state as a broker-dealer. 
           (4) Nothing in this exemption is intended to or should be 
        in any way construed as relieving issuers or persons acting on 
        behalf of issuers from providing disclosure to prospective 
        investors adequate to satisfy the antifraud provisions of the 
        securities law of Minnesota.  
           (5) The issuer shall file with the commissioner a notice on 
        form D as adopted by the Securities and Exchange Commission 
        according to Regulation D, Code of Federal Regulations, title 
        17, section 230.502.  The notice must be filed not later than 15 
        days after the first sale in this state of securities in an 
        offering under this exemption.  Every notice on form D must be 
        manually signed by a person duly authorized by the issuer and 
        must be accompanied by a consent to service of process on a form 
        prescribed by the commissioner.  
           (6) A failure to comply with a term, condition, or 
        requirement of paragraph (h) will not result in loss of the 
        exemption for an offer or sale to a particular individual or 
        entity if the person relying on the exemption shows that:  (i) 
        the failure to comply did not pertain to a term, condition, or 
        requirement directly intended to protect that particular 
        individual or entity, and the failure to comply was 
        insignificant with respect to the offering as a whole; and (ii) 
        a good faith and reasonable attempt was made to comply with all 
        applicable terms, conditions, and requirements of paragraph (h), 
        except that, where an exemption is established only through 
        reliance upon this provision, the failure to comply shall 
        nonetheless constitute a violation of section 80A.08 and be 
        actionable by the commissioner.  
           (7) The issuer, upon request by the commissioner, shall, 
        within ten days of the request, furnish to the commissioner a 
        copy of any and all information, documents, or materials 
        furnished to investors or offerees in connection with the offer 
        and sale according to paragraph (h).  
           (8) Neither compliance nor attempted compliance with the 
        exemption provided by paragraph (h), nor the absence of an 
        objection or order by the commissioner with respect to an offer 
        or sale of securities undertaken according to this exemption, 
        shall be considered to be a waiver of a condition of the 
        exemption or considered to be a confirmation by the commissioner 
        of the availability of this exemption.  
           (9) The commissioner may, by rule or order, increase the 
        number of purchasers or waive any other condition of this 
        exemption.  
           (10) The determination whether offers and sales made in 
        reliance on the exemption set forth in paragraph (h) shall be 
        integrated with offers and sales according to other paragraphs 
        of this subdivision shall be made according to the integration 
        standard set forth in Rule 502 of Regulation D promulgated by 
        the Securities and Exchange Commission, Code of Federal 
        Regulations, title 17, section 230.502.  If not subject to 
        integration according to that rule, offers and sales according 
        to paragraph (h) shall not otherwise be integrated with offers 
        and sales according to other exemptions set forth in this 
        subdivision. 
           (i) Any offer (but not a sale) of a security for which a 
        registration statement has been filed under sections 80A.01 to 
        80A.31, if no stop order or refusal order is in effect and no 
        public proceeding or examination looking toward an order is 
        pending; and any offer of a security if the sale of the security 
        is or would be exempt under this section.  The commissioner may 
        by rule exempt offers (but not sales) of securities for which a 
        registration statement has been filed as the commissioner deems 
        appropriate, consistent with the purposes of sections 80A.01 to 
        80A.31. 
           (j) The offer and sale by a cooperative organized under 
        chapter 308A or under the laws of another state, of its 
        securities when the securities are offered and sold only to its 
        members, or when the purchase of the securities is necessary or 
        incidental to establishing membership in the cooperative, or 
        when such securities are issued as patronage dividends.  This 
        paragraph applies to a cooperative organized under the laws of 
        another state only if the cooperative has filed with the 
        commissioner a consent to service of process under section 
        80A.27, subdivision 7, and has, not less than ten days prior to 
        the issuance or delivery, furnished the commissioner with a 
        written general description of the transaction and any other 
        information that the commissioner requires by rule or otherwise. 
           (l) The issuance and delivery of any securities of one 
        corporation to another corporation or its security holders in 
        connection with a merger, exchange of shares, or transfer of 
        assets whereby the approval of stockholders of the other 
        corporation is required to be obtained, provided, that the 
        commissioner has been furnished with a general description of 
        the transaction and with other information as the commissioner 
        by rule prescribes not less than ten days prior to the issuance 
        and delivery. 
           (m) Any transaction between the issuer or other person on 
        whose behalf the offering is made and an underwriter or among 
        underwriters. 
           (n) The distribution by a corporation of its or other 
        securities to its own security holders as a stock dividend or as 
        a dividend from earnings or surplus or as a liquidating 
        distribution; or upon conversion of an outstanding convertible 
        security; or pursuant to a stock split or reverse stock split. 
           (o) Any offer or sale of securities by an affiliate of the 
        issuer thereof if:  (1) a registration statement is in effect 
        with respect to securities of the same class of the issuer and 
        (2) the offer or sale has been exempted from registration by 
        rule or order of the commissioner.  
           (p) Any transaction pursuant to an offer to existing 
        security holders of the issuer, including persons who at the 
        time of the transaction are holders of convertible securities, 
        nontransferable warrants, or transferable warrants exercisable 
        within not more than 90 days of their issuance, if:  (1) no 
        commission or other remuneration (other than a standby 
        commission) is paid or given directly or indirectly for 
        soliciting any security holder in this state; and (2) the 
        commissioner has been furnished with a general description of 
        the transaction and with other information as the commissioner 
        may by rule prescribe no less than ten days prior to the 
        transaction. 
           (q) Any nonissuer sales of any security, including a 
        revenue obligation, issued by the state of Minnesota or any of 
        its political or governmental subdivisions, municipalities, 
        governmental agencies, or instrumentalities. 
           (r) Any transaction as to which the commissioner by rule or 
        order finds that registration is not necessary in the public 
        interest and for the protection of investors. 
           (s) An offer or sale of a security issued in connection 
        with an employee's stock purchase, savings, option, profit 
        sharing, pension, or similar employee benefit plan, if the 
        following conditions are met:  
           (1) the issuer, its parent corporation or any of its 
        majority-owned subsidiaries offers or sells the security 
        according to a written benefit plan or written contract relating 
        to the compensation of the purchaser; and 
           (2) the class of securities offered according to the plan 
        or contract, or if an option or right to purchase a security, 
        the class of securities to be issued upon the exercise of the 
        option or right, is registered under section 12 of the 
        Securities Exchange Act of 1934, or is a class of securities 
        with respect to which the issuer files reports according to 
        section 15(d) of the Securities Exchange Act of 1934; or 
           (3) the issuer fully complies with the provisions of Rule 
        701 as adopted by the Securities and Exchange Commission, Code 
        of Federal Regulations, title 12, section 230.701. 
           The issuer shall file not less than ten days before the 
        transaction, a general description of the transaction and any 
        other information that the commissioner requires by rule or 
        otherwise or, if applicable, a Securities and Exchange Form S-8. 
        Annually, within 90 days after the end of the issuer's fiscal 
        year, the issuer shall file a notice as provided with the 
        commissioner. 
           (t) Any sale of a security of an issuer that is a pooled 
        income fund, a charitable remainder trust, or a charitable lead 
        trust that has a qualified charity as the only charitable 
        beneficiary. 
           (u) Any sale by a qualified charity of a security that is a 
        charitable gift annuity if the issuer has a net worth, otherwise 
        defined as unrestricted fund balance, of not less than $300,000 
        and either:  (1) has been in continuous operation for not less 
        than three years; or (2) is a successor or affiliate of a 
        qualified charity that has been in continuous operation for not 
        less than three years. 
           Sec. 29.  Minnesota Statutes 1996, section 80A.16, is 
        amended to read: 
           80A.16 [FILING OF SALES AND ADVERTISING LITERATURE.] 
           The commissioner may by rule or order require the filing of 
        any prospectus, pamphlet, circular, form letter, advertisement, 
        or other sales literature or advertising communication addressed 
        or intended for distribution to prospective investors, including 
        clients or prospective clients of an investment adviser or 
        broker-dealer unless:  (1) the security or transaction is 
        exempted by section 80A.15; or (2) the security is a federal 
        covered security. 
           Sec. 30.  Minnesota Statutes 1996, section 80A.28, 
        subdivision 1, is amended to read: 
           Subdivision 1.  (a) There shall be a filing fee of $100 for 
        every application for registration or notice filing.  There 
        shall be an additional fee of one-tenth of one percent of the 
        maximum aggregate offering price at which the registered 
        securities are to be offered in this state, and the maximum 
        combined fees shall not exceed $300.  
           (b) If the registration statement relates to redeemable 
        securities issued by an open end management company or unit 
        investment trust, as defined in the Investment Company Act of 
        1940, there shall be a filing fee of $100 for every application 
        for registration.  There shall be an additional fee of 1/20 of 
        one percent of the maximum aggregate offering price at which the 
        registered securities are to be offered in this state.  There 
        shall be no maximum fee for securities registered pursuant to 
        this clause.  
           (c) When an application for registration is withdrawn 
        before the effective date or a preeffective stop order is 
        entered under section 80A.13, subdivision 1, all but the $100 
        filing fee shall be returned.  If an application to register 
        securities is denied, the total of all fees received shall be 
        retained. 
           (c) Where a filing is made in connection with a federal 
        covered security under section 18(b)(2) of the Securities Act of 
        1933, there is a fee of $100 for every initial filing.  There is 
        an additional fee of 1/20 of one percent of the maximum 
        aggregate offering price at which the securities are to be 
        offered in this state.  There is no maximum fee for securities 
        filings made according to this section. 
           Sec. 31.  Minnesota Statutes 1996, section 80A.28, 
        subdivision 2, is amended to read: 
           Subd. 2.  Every applicant for an initial or renewal license 
        shall pay a filing fee of $200 in the case of a broker-dealer, 
        $50 in the case of an agent, and $100 in the case of an 
        investment adviser.  When an application is denied or withdrawn, 
        the filing fee shall be retained.  A licensed agent who has 
        terminated employment with one broker-dealer shall, before 
        beginning employment with another broker-dealer, pay a transfer 
        fee of $25.  The fee for a filing made according to section 
        80A.05, subdivision 1a, is $100. 
           Sec. 32.  Minnesota Statutes 1996, section 80C.01, 
        subdivision 4, is amended to read: 
           Subd. 4.  "Franchise" means (a) a contract or agreement, 
        either express or implied, whether oral or written, for a 
        definite or indefinite period, between two or more persons: 
           (1) by which a franchisee is granted the right to engage in 
        the business of offering or distributing goods or services using 
        the franchisor's trade name, trademark, service mark, logotype, 
        advertising, or other commercial symbol or related 
        characteristics; 
           (2) in which the franchisor and franchisee have a community 
        of interest in the marketing of goods or services at wholesale, 
        retail, by lease, agreement, or otherwise; and 
           (3) for which the franchisee pays, directly or indirectly, 
        a franchise fee; or 
           (b) a contract, lease, or other agreement, either express 
        or implied, whether oral or written, for a definite or 
        indefinite period, between two or more persons, whereby the 
        franchisee is granted the right to market motor vehicle 
        fuel using the franchisor's trade name, trademark, service mark, 
        logotype, advertising, or other commercial symbol or related 
        characteristics for which the franchisee pays a franchise fee; 
        or 
           (c) the sale or lease of any products, equipment, chattels, 
        supplies, or services to the purchaser, other than the sale of 
        sales demonstration equipment, materials or samples for a total 
        price of $500 or less to any one person, for the purpose of 
        enabling the purchaser to start a business and in which the 
        seller:  
           (1) represents that the seller, lessor, or an affiliate 
        thereof will provide locations or assist the purchaser in 
        finding locations for the use or operation of vending machines, 
        racks, display cases, or similar devices, or currency operated 
        amusement machines or devices, on premises neither owned or 
        leased by the purchaser or seller; or 
           (2) represents that the seller will purchase any or all 
        products made, produced, fabricated, grown, bred, or modified by 
        the purchaser using, in whole or in part, the supplies, 
        services, or chattels sold to the purchaser; or 
           (3) guarantees that the purchaser will derive income from 
        the business which exceeds the price paid to the seller; or 
           (d) an oral or written contract or agreement, either 
        expressed or implied, for a definite or indefinite period, 
        between two or more persons, under which a manufacturer, selling 
        security systems through dealers or distributors in this state, 
        requires regular payments from the distributor or dealer as 
        royalties or residuals for products purchased and paid for by 
        the dealer or distributor.  
           (e) "Franchise" does not include any business which is 
        operated under a lease or license on the premises of the lessor 
        or licensor as long as such business is incidental to the 
        business conducted by the lessor or licensor on such premises, 
        including, without limitation, leased departments, licensed 
        departments, and concessions. 
           (f) "Franchise" does not include any contract, lease or 
        other agreement whereby the franchisee is required to pay less 
        than $100 on an annual basis, except those franchises identified 
        in paragraph (b). 
           (g) "Franchise" does not include a contract, lease or other 
        agreement between a new motor vehicle manufacturer, distributor, 
        or factory branch and a franchisee whereby the franchisee is 
        granted the right to market automobiles, motorcycles, trucks, 
        truck tractors, or self-propelled motor homes or campers if the 
        foregoing are designed primarily for the transportation of 
        persons or property on public highways. 
           (h) "Franchise" does not include a contract, lease, or 
        other agreement or arrangement between two or more air carriers, 
        or between one or more air carriers and one or more foreign air 
        carriers.  The terms "air carrier" and "foreign air carrier" 
        shall have the meanings assigned to them by the Federal Aviation 
        Act, United States Code Appendix, title 49, sections 1301(3) and 
        1301(22), respectively. 
           Sec. 33.  Minnesota Statutes 1996, section 82.19, is 
        amended by adding a subdivision to read: 
           Subd. 9.  [EXCLUSIVE AGENCY AGREEMENTS.] (a) Except as 
        provided in paragraph (b), a licensee shall not negotiate the 
        sale, exchange, lease, or listing of any real property directly 
        with the owner or lessor knowing that the owner or lessor has 
        executed a written exclusive listing contract or exclusive 
        contract for nonagency services in connection with the property 
        with another real estate broker, buyer, or lessee, nor shall a 
        licensee negotiate the purchase, lease, or exchange of real 
        property knowing that the buyer or lessee has executed a written 
        exclusive buyer representation contract or exclusive contract 
        for nonagency services for the purchase, lease, or exchange of 
        the real property with another real estate broker. 
           (b) A licensee may discuss the terms upon which a listing 
        or buyer representation contract or a contract for nonagency 
        services may be entered into after expiration of any existing 
        exclusive contract when the inquiry or discussion is initiated 
        by the owner, lessor, buyer, or lessee.  The licensee must 
        inquire of the owner, lessor, buyer, or lessee whether such an 
        exclusive contract exists. 
           Sec. 34.  Minnesota Statutes 1996, section 82.20, 
        subdivision 15, is amended to read: 
           Subd. 15.  [EXEMPTION.] The following persons, when acting 
        as closing agents, are exempt from the requirements of sections 
        82.19 and 82.24 unless otherwise required in this section or 
        chapter: 
           (1) a direct employee of a title insurance company 
        authorized to do business in this state, or a direct employee of 
        a title company, or a person who has an agency agreement with a 
        title insurance company or a title company in which the agent 
        agrees to perform closing services on the title insurance 
        company's or title company's behalf and the title insurance 
        company or title company assumes responsibility for the actions 
        of the agent as if the agent were a direct employee of the title 
        insurance company or title company; 
           (2) a licensed attorney or a direct employee of a licensed 
        attorney; 
           (3) a licensed real estate broker or salesperson; 
           (4) a direct employee of a licensed real estate broker if 
        the broker maintains all funds received in connection with the 
        closing services in the broker's trust account; 
           (5) any bank, trust company, savings association, credit 
        union, industrial loan and thrift company, regulated lender 
        under chapter 56, public utility, or land mortgage or farm loan 
        association organized under the laws of this state or the United 
        States, when engaged in the transaction of businesses within the 
        scope of its corporate powers as provided by law; and 
           (6) a title insurance company authorized to do business in 
        this state or a title company which is the appointed agent of a 
        title insurance company authorized to do business in this 
        state.; and 
           (7) a title company that has a contractual agency 
        relationship with a title insurance company authorized to do 
        business in this state, where the title insurance company 
        assumes responsibility for the actions of the title company and 
        its employees or agents as if they were the employees or agents 
        of the title insurance company. 
           Sec. 35.  Minnesota Statutes 1996, section 82.22, 
        subdivision 13, is amended to read: 
           Subd. 13.  [CONTINUING EDUCATION.] (a) After their first 
        renewal date, all real estate salespersons and all real estate 
        brokers shall be required to successfully complete 30 hours of 
        real estate continuing education, either as a student or a 
        lecturer, in courses of study approved by the commissioner, 
        during each 24-month license period.  At least 15 of the 30 
        credit hours must be completed during the first 12 months of the 
        24-month licensing period.  Salespersons and brokers whose 
        initial license period extends more than 12 months are required 
        to complete 15 hours of real estate continuing education during 
        the initial license period.  Those licensees who will receive a 
        12-month license on July 1, 1995, because of the staggered 
        implementation schedule must complete 15 hours of real estate 
        continuing education as a requirement for renewal on July 1, 
        1996.  Licensees may not claim credit for continuing education 
        not actually completed as of the date their report of continuing 
        education compliance is filed. 
           (b) The commissioner shall adopt rules defining the 
        standards for course and instructor approval, and may adopt 
        rules for the proper administration of this subdivision.  The 
        commissioner may not approve a course which can be completed by 
        the student at home or outside the classroom without the 
        supervision of an instructor approved by the department of 
        commerce.  The commissioner has discretion to establish a pilot 
        program to explore delivery of accredited courses using new 
        delivery technology, including interactive technology.  This 
        pilot program expires on August 1, 2000. 
           (c) Any program approved by Minnesota continuing legal 
        education shall be approved by the commissioner of commerce for 
        continuing education for real estate brokers and salespeople if 
        the program or any part thereof relates to real estate.  
           (d) As part of the continuing education requirements of 
        this section, the commissioner shall require that all real 
        estate brokers and salespersons receive: 
           (1) at least two hours of training during each license 
        period in courses in laws or regulations on agency 
        representation and disclosure; and 
           (2) at least two hours of training during each license 
        period in courses in state and federal fair housing laws, 
        regulations, and rules, or other antidiscrimination laws. 
           Clause (1) does not apply to real estate salespersons and 
        real estate brokers engaged solely in the commercial real estate 
        business who file with the commissioner a verification of this 
        status along with the continuing education report required under 
        paragraph (a). 
           (e) The commissioner is authorized to establish a procedure 
        for renewal of course accreditation. 
           Sec. 36.  Minnesota Statutes 1996, section 82.24, 
        subdivision 5, is amended to read: 
           Subd. 5.  [TRUST ACCOUNT RECORDS ACCOUNTS.] (a) Each broker 
        or closing agent shall maintain and retain records of all trust 
        funds and trust accounts.  The commissioner may prescribe 
        information to be included in the records by appropriate rules.  
           (b) A check received from a potential buyer shall be 
        deposited into the listing broker's trust account not later than 
        the third business day after delivery of the check to the 
        broker, except that the check may be held by the listing broker 
        until acceptance or rejection of the offer if: 
           (1) the check by its terms is not negotiable by the broker 
        or if the potential buyer has given written instructions that 
        the check shall not be deposited nor cashed until acceptance or 
        shall be immediately returned if the offer is rejected; and 
           (2) the potential seller is informed that the check is 
        being so held before or at the time the offer is presented to 
        that person for acceptance. 
           If the offer is accepted, the check shall be deposited in a 
        neutral escrow depository or the trust fund account of the 
        listing broker not later than the third business day following 
        acceptance of the offer unless the broker has received written 
        authorization from all parties to the transaction to continue to 
        hold the check.  If the offer is rejected, the check shall be 
        returned to the potential buyer not later than the next business 
        day after rejection. 
           Sec. 37.  Minnesota Statutes 1996, section 82B.13, 
        subdivision 1, is amended to read: 
           Subdivision 1.  [REGISTERED REAL PROPERTY APPRAISER OR 
        LICENSED REAL PROPERTY APPRAISER.] As a prerequisite for 
        licensing as a registered real property appraiser or licensed 
        real property appraiser, an applicant must present evidence 
        satisfactory to the commissioner that the person has 
        successfully completed at least 75 90 classroom hours of courses.
        The courses must consist of 60 75 hours of general real estate 
        appraisal principles and 15 hours related to standards of 
        professional appraisal practice and the provisions of this 
        chapter.  
           Sec. 38.  Minnesota Statutes 1996, section 82B.13, 
        subdivision 4, is amended to read: 
           Subd. 4.  [CERTIFIED RESIDENTIAL REAL PROPERTY APPRAISER.] 
        As a prerequisite for licensing as a certified residential real 
        property appraiser, an applicant must present evidence 
        satisfactory to the commissioner that the person has 
        successfully completed at least 165 120 classroom hours of 
        courses, including 15 hours related to the standards of 
        professional appraisal practice and the provisions of this 
        chapter, with particular emphasis on the appraisal of one to 
        four unit residential properties. 
           Sec. 39.  Minnesota Statutes 1996, section 82B.13, 
        subdivision 5, is amended to read: 
           Subd. 5.  [CERTIFIED GENERAL REAL PROPERTY APPRAISER.] As a 
        prerequisite for licensing as a certified general real property 
        appraiser, an applicant must present evidence satisfactory to 
        the commissioner that the person has successfully completed at 
        least 165 180 classroom hours of courses, including 15 hours 
        related to the standards of professional appraisal practice and 
        the provisions of this chapter, with particular emphasis on the 
        appraisal of nonresidential properties. 
           Sec. 40.  Minnesota Statutes 1996, section 82B.14, is 
        amended to read: 
           82B.14 [EXPERIENCE REQUIREMENT.] 
           (a) A license under section 82B.11, subdivision 3, 4, or 5, 
        may not be issued to a person who does not have the equivalent 
        of two years of experience in real property appraisal supported 
        by adequate written reports or file memoranda.  As a 
        prerequisite for licensing as a registered real property 
        appraiser or licensed real property appraiser, an applicant must 
        present evidence satisfactory to the commissioner that the 
        person has obtained 2,000 hours of experience in real property 
        appraisal. 
           As a prerequisite for licensing as a certified residential 
        real property appraiser, an applicant must present evidence 
        satisfactory to the commissioner that the person has obtained 
        2,500 hours of experience in real property appraisal. 
           As a prerequisite for licensing as a certified general real 
        property appraiser, an applicant must present evidence 
        satisfactory to the commissioner that the person has obtained 
        3,000 hours of experience in real property appraisal. 
           (b) Each applicant for license under section 82B.11, 
        subdivision 3, 4, or 5, shall give under oath a detailed listing 
        of the real estate appraisal reports or file memoranda for each 
        year for which experience is claimed by the applicant.  Upon 
        request, the applicant shall make available to the commissioner 
        for examination, a sample of appraisal reports that the 
        applicant has prepared in the course of appraisal practice. 
           (c) Applicants may not receive credit for experience 
        accumulated while unlicensed, if the experience is based on 
        activities which required a license under this section. 
           Sec. 41.  Minnesota Statutes 1996, section 82B.19, 
        subdivision 1, is amended to read: 
           Subdivision 1.  [LICENSE RENEWALS.] A licensed real estate 
        appraiser shall present evidence satisfactory to the 
        commissioner of having met the continuing education requirements 
        of this chapter before the commissioner renews a license. 
           The basic continuing education requirement for renewal of a 
        license is the completion by the applicant either as a student 
        or as an instructor, during the immediately preceding term of 
        licensing, of at least 30 classroom hours of instruction in 
        courses or seminars that have received the approval of the 
        commissioner.  As part of the continuing education requirements 
        of this section, the commissioner shall require that all real 
        estate appraisers receive at least four hours of training each 
        license period in courses in laws or regulations on standards of 
        professional practice.  If the applicant's immediately preceding 
        term of licensing consisted of 12 or more months, but fewer than 
        24 months, the applicant must provide evidence of completion of 
        15 hours of instruction during the license period.  If the 
        immediately preceding term of licensing consisted of fewer than 
        12 months, no continuing education need be reported. 
           Sec. 42.  Minnesota Statutes 1996, section 317A.141, is 
        amended by adding a subdivision to read: 
           Subd. 4.  [EFFECT OF AMENDMENTS ON CHARITABLE TRUST 
        ASSETS.] Assets held by a corporation, including income or fees 
        from services, are restricted to the uses and purposes for which 
        the property was received and held. 
           Sec. 43.  Minnesota Statutes 1996, section 317A.671, is 
        amended to read: 
           317A.671 [CERTAIN ASSETS NOT TO BE DIVERTED.] 
           Except as provided in section 501B.31, when a corporation 
        dissolves, merges, substantially changes the use or purposes for 
        which it will use its assets, or consolidates, transfers its 
        assets, or grants a mortgage or other security interest in its 
        assets, assets of the corporation or a constituent corporation, 
        and assets subsequently received by a single corporation after a 
        merger or consolidation, may not be diverted from the uses and 
        purposes for which the assets have been received and held, or 
        from the uses and purposes expressed or intended by the original 
        donor. 
           Sec. 44.  [325E.58] [SIGN CONTRACTOR; BOND.] 
           (a) A sign contractor may post a compliance bond with the 
        commissioner, conditioned that the sign contractor shall 
        faithfully perform duties and comply with laws, ordinances, 
        rules, and contracts entered into for the installation of 
        signs.  The bond must be renewed annually and maintained for so 
        long as determined by the commissioner.  The aggregate liability 
        of the surety on the bond to any and all persons, regardless of 
        the number of claims made against the bond, may not exceed the 
        annual amount of the bond.  The bond may be canceled as to 
        future liability by the surety upon 30 days' written notice 
        mailed to the commissioner by United States mail. 
           (b) The amount of the bond shall be $8,000.  The bond may 
        be drawn upon only by a local unit of government that requires 
        sign installers to post a compliance bond.  The bond is in lieu 
        of any compliance bond required by a local unit of government. 
           (c) For purposes of this section, "sign" means a device, 
        structure, fixture, or placard using graphics, symbols, or 
        written copy that is erected on the premises of an establishment 
        including the name of the establishment or identifying the 
        merchandise, services, activities, or entertainment available on 
        the premises. 
           Sec. 45.  Minnesota Statutes 1996, section 326.83, 
        subdivision 11, is amended to read: 
           Subd. 11.  [OWNER.] Except in section 326.91, subdivision 
        1, "owner" means a person who has any legal or equitable 
        interest in real property.  For purposes of sections 326.83 to 
        326.991, "owner" does not include a residential building 
        contractor or residential remodeler who constructs or improves 
        its own property for purposes of speculation.  A residential 
        building contractor or residential remodeler will be presumed to 
        be building or improving for purposes of speculation if it 
        constructs or improves more than one property within any 
        12-month 24-month period. 
           Sec. 46.  Minnesota Statutes 1996, section 326.83, 
        subdivision 19, is amended to read: 
           Subd. 19.  [SPECIAL SKILL.] "Special skill" means one of 
        the following eight categories: 
           (a)  [EXCAVATION.] Excavation includes work in any of the 
        following areas: 
           (1) excavation; 
           (2) trenching; 
           (3) grading; and 
           (4) site grading.  
           (b)  [MASONRY AND CONCRETE.] Masonry and concrete includes 
        work in any of the following areas: 
           (1) drain systems; 
           (2) poured walls; 
           (3) slabs and poured-in-place footings; 
           (4) masonry walls; 
           (5) masonry fireplaces; 
           (6) masonry veneer; and 
           (7) water resistance and waterproofing. 
           (c)  [CARPENTRY.] Carpentry includes work in any of the 
        following areas: 
           (1) rough framing; 
           (2) finish carpentry; 
           (3) siding; 
           (4) doors, windows, and skylights; 
           (5) exterior covering; 
           (6) (4) porches and decks, excluding footings; 
           (7) (5) wood foundations; and 
           (8) insulation and vapor barrier; 
           (9) (6) drywall installation, excluding taping and 
        finishing;. 
           (10) cabinet and counter top installation; 
           (11) wood floors; 
           (12) installation of roofing materials, excluding roofing; 
        and 
           (13) soffit, fascia, and trim. 
           (d)  [INTERIOR FINISHING.] Interior finishing includes work 
        in any of the following areas: 
           (1) floor covering; 
           (2) wood floors; 
           (3) cabinet and counter top installation; 
           (4) insulation and vapor barriers; 
           (5) interior or exterior painting; 
           (6) ceramic, marble, and quarry tile; 
           (7) ornamental guardrail and installation of prefabricated 
        stairs; and 
           (8) wallpapering. 
           (e)  [EXTERIOR FINISHING.] Exterior finishing includes work 
        in any of the following areas: 
           (1) siding; 
           (2) doors, skylights, and windows; 
           (3) soffit, fascia, and trim; 
           (4) (3) exterior plaster and stucco; 
           (5) (4) painting; and 
           (6) (5) rain carrying systems, including gutters and down 
        spouts. 
           (f)  [DRYWALL AND PLASTER.] Drywall and plaster includes 
        work in any of the following areas: 
           (1) installation; 
           (2) taping; 
           (3) finishing; 
           (4) interior plaster; 
           (5) painting; and 
           (6) wallpapering. 
           (g)  [ROOFING.] Roofing includes work in any of the 
        following areas: 
           (1) roof coverings; 
           (2) roof sheathing; 
           (3) roof weatherproofing and insulation; and 
           (4) repair of roof support system, but not construction of 
        new roof support system. 
           (h)  [GENERAL INSTALLATION SPECIALTIES.] Installation 
        includes work in any of the following areas: 
           (1) garage doors and openers; 
           (2) pools, spas, and hot tubs; 
           (3) fireplaces and wood stoves; 
           (4) asphalt paving and seal coating; 
           (5) exterior plaster and stucco; and 
           (6) ornamental guardrail and prefabricated stairs. 
           Sec. 47.  Minnesota Statutes 1996, section 326.84, 
        subdivision 3, is amended to read: 
           Subd. 3.  [EXEMPTIONS.] The license requirement does not 
        apply to: 
           (1) an employee of a licensee performing work for the 
        licensee; 
           (2) a material person, manufacturer, or retailer furnishing 
        finished products, materials, or articles of merchandise who 
        does not install or attach the items; 
           (3) an owner or owners of residential real estate who build 
        or improve residential real estate and who do the work 
        themselves or jointly with the owner's own bona fide employees.  
        This exemption does not apply to a person who engages in a 
        pattern of building or improving real estate for purposes of 
        resale.  Such a pattern is presumed to exist if the person 
        constructs or improves more than one property within any 
        12-month 24-month period; 
           (4) an architect or engineer engaging in professional 
        practice as defined in this chapter; 
           (5) a person whose total gross annual receipts from 
        projects regulated under this section do not exceed $15,000; 
           (6) a mechanical contractor; 
           (7) a plumber, electrician, or other person whose 
        profession is otherwise subject to statewide licensing, when 
        engaged in the activity which is the subject of licensure; 
           (8) specialty contractors who provide only one special 
        skill as defined in section 326.83; 
           (9) a school district, or a technical college governed 
        under chapter 136F; 
           (10) manufactured housing installers; and 
           (11) Habitat for Humanity and Builders Outreach Foundation, 
        and their individual volunteers when engaged in activities on 
        their behalf. 
           To qualify for the exemption in clause (5), a person must 
        obtain a certificate of exemption from licensing from the 
        commissioner.  
           A certificate of exemption will be issued upon the 
        applicant's filing with the commissioner, an affidavit stating 
        that the applicant does not expect to exceed $15,000 in gross 
        annual receipts derived from contracting activities during the 
        calendar year for which the exemption is requested. 
           To renew the exemption in clause (5), the applicant must 
        file an affidavit stating that the applicant did not exceed 
        $15,000 in gross annual receipts during the past calendar year, 
        and the applicant does not expect to exceed $15,000 in gross 
        annual receipts during the calendar year for which the exemption 
        is requested. 
           If a person, operating under the exemption in clause (5), 
        exceeds $15,000 in gross receipts during any calendar year, the 
        person must immediately surrender the exemption certificate and 
        apply for the appropriate license.  The person must remain 
        licensed until such time as the person's gross annual receipts 
        during a calendar year fall below $15,000.  The person may then 
        apply for this exemption for the next calendar year. 
           Sec. 48.  Minnesota Statutes 1996, section 326.85, is 
        amended by adding a subdivision to read: 
           Subd. 4.  [NONEXPIRATION.] The council is not subject to 
        the expiration provisions of section 15.059, subdivision 5. 
           Sec. 49.  Minnesota Statutes 1996, section 326.921, is 
        amended to read: 
           326.921 [BUILDING PERMIT CONDITIONED ON LICENSURE.] 
           A political subdivision shall not issue a building permit 
        to an unlicensed person who is required to be licensed under 
        sections 326.83 to 326.991.  A political subdivision that issues 
        zoning or land use permits in lieu of a building permit shall 
        not issue those permits to an unlicensed person who is required 
        to be licensed under sections 326.83 to 326.911.  The political 
        subdivision shall report the person applying for a building the 
        permit to the commissioner who may bring an action against the 
        person. 
           Sec. 50.  Minnesota Statutes 1996, section 332.33, 
        subdivision 1, is amended to read: 
           Subdivision 1.  [REQUIREMENT.] Except as otherwise provided 
        in this chapter, no person shall conduct within this state a 
        collection agency or engage within this state in the business of 
        collecting claims for others as defined in sections 332.31 to 
        332.45, without having first applied for and obtained 
        a collection agency license.  A person acting under the 
        authority of a collection agency, as a collector, must first 
        obtain a Minnesota collector license.  A licensed collector may 
        use one additional assumed name only if the assumed name is 
        registered with and approved by the commissioner. 
           Sec. 51.  Minnesota Statutes 1996, section 332.33, is 
        amended by adding a subdivision to read: 
           Subd. 7.  [NOTICE.] A licensed collection agency or 
        individual collector must give the commissioner written notice 
        of a change in personal name, company name, address, or 
        ownership not later than 15 days after the change occurs. 
           Sec. 52.  Minnesota Statutes 1996, section 332.34, is 
        amended to read: 
           332.34 [BOND.] 
           The commissioner of commerce shall require each collection 
        agency licensee to annually file and maintain in force a 
        corporate surety bond, in a form to be prescribed by, and 
        acceptable to, the commissioner, and in the a sum of at 
        least $20,000.  An applicant for a new or renewal license may 
        request that the amount of the bond be reduced to an amount not 
        less than $5,000.  This request may be granted upon a showing 
        that the total dollar amount received from debtors by the 
        collection agency in the preceding fiscal year did not exceed 
        $30,000.  A collection agency may deposit cash in and with a 
        depository acceptable to the commissioner in an amount and in 
        the manner prescribed and approved by the commissioner in lieu 
        of a bond. 
           Sec. 53.  Minnesota Statutes 1996, section 333.01, is 
        amended to read: 
           333.01 [COMMERCIAL ASSUMED NAMES; CERTIFICATE.] 
           Subdivision 1.  [CERTIFICATE.] No person shall hereafter 
        carry on or conduct or transact a commercial business in this 
        state under any designation, name, or style, which does not set 
        forth the true name of every person interested in such business 
        unless such person shall file in the office of the secretary of 
        state, a certificate setting forth the name and business address 
        under which the business is conducted or transacted, or is to be 
        conducted or transacted, and the true name of each person 
        conducting or transacting the same, with the address of such 
        person.  The name of the business must not include any of the 
        following phrases or their abbreviations:  corporation, 
        incorporated, limited, chartered, professional cooperative, 
        association, limited partnership, limited liability company, 
        professional limited liability company, limited liability 
        partnership, or professional limited liability partnership, 
        except to the extent that an entity filing a certificate would 
        be authorized to use the phrase or abbreviation.  The 
        certificate shall be executed by one of the persons conducting, 
        or intending to conduct, the business.  The certificate shall be 
        published after it has been filed with the secretary of state in 
        a qualified newspaper in the county in which the person has a 
        principal or registered office for two successive issues. 
           Subd. 2.  [INTENTIONAL MISREPRESENTATION PROHIBITED.] No 
        person shall use an assumed or fictitious name in the conduct of 
        its business to intentionally misrepresent its geographic origin 
        or location.  
           Sec. 54.  [333.065] [PENALTY FOR VIOLATION.] 
           A person who violates any provision of sections 333.01 to 
        333.06 is subject to the penalties and remedies provided in 
        section 8.31.  
           The relief provided in this section is in addition to the 
        remedies or penalties otherwise available. 
           Sec. 55.  Minnesota Statutes 1996, section 359.061, is 
        amended to read: 
           359.061 [RECORD OF COMMISSION; CERTIFICATE.] 
           The commission of every notary shall be recorded in the 
        office of the court administrator of the district court of the 
        notary's county of residence, in a record kept for that 
        purpose.  The commission of a nonresident notary must be 
        recorded in the office of the court administrator of the 
        district court of the Minnesota county that borders the county 
        in which the nonresident notary resides.  The court 
        administrator, when requested, shall certify to official acts in 
        the manner and for the fees prescribed by statute or court rule. 
           Sec. 56.  Minnesota Statutes 1996, section 359.071, is 
        amended to read: 
           359.071 [CHANGE OF NAME OR ADDRESS.] 
           A notary shall notify the commissioner of any name or 
        address change within 30 days of the change. 
           Sec. 57.  Minnesota Statutes 1996, section 501B.35, 
        subdivision 3, is amended to read: 
           Subd. 3.  [CHARITABLE TRUST.] "Charitable trust" means a 
        fiduciary relationship with respect to property that arises as a 
        result of a manifestation of an intention to create it, and that 
        subjects the person by whom the property is held to equitable 
        duties to deal with the property for a charitable purpose.  As 
        used in this definition, property includes all income derived 
        from fees for services. 
           Sec. 58.  Minnesota Statutes 1996, section 507.401, 
        subdivision 2, is amended to read: 
           Subd. 2.  [CERTIFICATE OF RELEASE.] An officer or duly 
        appointed agent of a title insurance company may, on behalf of a 
        mortgagor or a person who acquired from the mortgagor title to 
        all or a part of the property described in a mortgage, execute a 
        certificate of release that complies with the requirements of 
        this section and record the certificate of release in the real 
        property records of each county in which the mortgage is 
        recorded if:  (i) a satisfaction or release of the mortgage has 
        not been executed and recorded within 60 days after the date 
        payment in full of the loan secured by the mortgage was sent in 
        accordance with a payoff statement furnished by the mortgagee or 
        the mortgage servicer, and (ii) the title insurance company, its 
        officer, or agent has sent to the last known address of the 
        mortgagee or the mortgage servicer, at least 30 days prior to 
        executing the certificate of release, written notice of its 
        intention to execute and record a certificate of release in 
        accordance with this section after the expiration of the 60-day 
        period. 
           Sec. 59.  Minnesota Statutes 1996, section 507.401, 
        subdivision 3, is amended to read: 
           Subd. 3.  [CONTENTS.] A certificate of release executed 
        under this section must contain substantially all of the 
        following: 
           (1) the name of the mortgagor, the name of the original 
        mortgagee, and, if applicable, the mortgage servicer, the date 
        of the mortgage, the date of recording, and volume and page or 
        document number in the real property records where the mortgage 
        is recorded, together with similar information for the last 
        recorded assignment of the mortgage; 
           (2) a statement that the mortgage was in the original 
        principal amount of $500,000 or less; 
           (3) a statement that the person executing the certificate 
        of release is an officer or a duly appointed agent of a title 
        insurance company authorized and licensed to transact the 
        business of insuring titles to interests in real property in 
        this state under chapter 68A; 
           (4) a statement that the certificate of release is made on 
        behalf of the mortgagor or a person who acquired title from the 
        mortgagor to all or a part of the property described in the 
        mortgage; 
           (5) a statement that the mortgagee or mortgage servicer 
        provided a payoff statement which was used to make payment in 
        full of the unpaid balance of the loan secured by the 
        mortgage; and 
           (6) a statement that payment in full of the unpaid balance 
        of the loan secured by the mortgage was made in accordance with 
        the written or verbal payoff statement., and received by the 
        mortgagee or mortgage servicer, as evidenced by one or more of 
        the following in the records of the title insurance company or 
        its agent: 
           (i) a bank check, certified check, escrow account check 
        from the title company or title insurance agent, or attorney 
        trust account check that has been negotiated by the mortgagee or 
        mortgage servicer; or 
           (ii) other documentary evidence of payment to the mortgagee 
        or mortgage servicer; 
           (7) a statement that more than 60 days have elapsed since 
        the date payment in full was sent; 
           (8) a statement that after the expiration of the 60-day 
        period referred to in subdivision 2, the title insurance 
        company, its officer, or agent sent to the last known address of 
        the mortgagee or mortgage servicer, at least 30 days prior to 
        executing the certificate of release, notice in writing of its 
        intention to execute and record a certificate of release in 
        accordance with this section, with an unexecuted copy of the 
        proposed certificate of release attached to the written notice; 
        and 
           (9) a statement that the title insurance company, its 
        officer, or agent has not received notification in writing of 
        any reason why the certificate of release should not be executed 
        and recorded after the expiration of the 30-day notice period 
        referred to in subdivision 2. 
           Sec. 60.  [REPEALER.] 
           Minnesota Statutes 1996, section 60K.07, subdivision 1, is 
        repealed. 
           Sec. 61.  [EFFECTIVE DATE.] 
           Section 32, paragraph (h), is effective the day following 
        final enactment and shall apply to all agreements or 
        arrangements regardless of the date they were entered into or 
        renewed. 
           Sections 4, 6, 7, 42, 43, 46, 48, and 57 are effective the 
        day following final enactment. 
           Sections 53 and 54 are effective the day following final 
        enactment and apply to causes of action arising from incidents 
        occurring on or after that date. 
           Presented to the governor May 27, 1997 
           Signed by the governor May 30, 1997, 1:15 p.m.

700 State Office Building, 100 Rev. Dr. Martin Luther King Jr. Blvd., St. Paul, MN 55155 ♦ Phone: (651) 296-2868 ♦ TTY: 1-800-627-3529 ♦ Fax: (651) 296-0569