CHAPTER 220
(SB 48)
Viatical settlements regulated.
ENTITLED, An Act include viatical settlements in the definition of securities under the Uniform Securities Act and to provide an exemption from registration for viatical settlements issued by certain companies.
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF SOUTH DAKOTA:
Section 1. That subsection (m) of ' 47-31A-401 be amended to read as follows:
47-31A-401. Definitions.When used in this chapter, unless the context otherwise requires:
(a) "Director," means the director of the Division of Securities.
(b) "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 an individual who represents:
(1) An issuer in:
(i) Effecting transactions in a security exempted by clause (1), (2), (3), (10), or (11) of ' 47-31A-402(a);
(ii) Effecting the transactions exempted by ' 47-31A-402(b);
(iii) Effecting transactions in a covered security as described in section 18(b)(3) and 18(b)(4)(D) of the Securities Act of 1933;
(iv) 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; or
(2) A broker-dealer in effecting transactions in this 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 the person otherwise comes within this definition.
(c) "Broker-dealer," means any person engaged in the business of effecting transactions in securities for the account of others or for his own account. Broker-dealer does not include:
(1) An agent; or
(2) An issuer; or
(3) A person who has no place of business in this state if:
(A) He effects transaction 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, whether acting for themselves or as trustees; or
(B) The person is licensed under the securities act of the state in which the person maintains a place of business and the person offers and sells in this state to a person who is an existing customer of the person and whose principal residence is not in this state; or
(4) A bank or trust company, when effecting transactions for its own account, in a fiduciary capacity or pursuant to a formal agency agreement administered under the trust powers of the bank or trust company.
(c1) "Federal covered adviser," means a person who is:
(1) Registered under section 203 of the Investment Advisers Act of 1940; or
(2) Excluded from the definition of investment adviser under 202(a)(11).
(c2) "Federal covered security," means any security described as a covered security under section 18(b) of the Securities Act of 1933, or rules or regulations promulgated thereunder.
(d) "Fraud," "deceit" and "defraud," are not limited to common law deceit.
(e) "Guaranteed," means guaranteed as to payment of principal, interest, or dividends.
(f) "Investment adviser," means any person, who for compensation, engages in the business of advising others, whether directly or through publications or writings, as to the value of securities or as to the advisability of investing in, purchasing, or selling securities, or who, for compensation and as a part of a regular business, issues or promulgates analyses or reports concerning securities. Investment adviser also includes financial planners and other persons who, as an integral component of other financially related services, provide the foregoing investment advisory services to others for compensation as a part of a business or who hold themselves out as providing the foregoing investment advisory services to others for compensation. Investment adviser does not include:
(1) An investment adviser representative;
(2) A bank, savings institution, or trust company;
(3) A lawyer, accountant, engineer, or teacher whose performance of these services is solely incidental to the practice of his profession;
(4) A broker-dealer or its agent whose performance of these services is solely incidental to the conduct of its business as a broker-dealer and who receives no special compensation for them;
(5) A publisher of any newspaper, news column, newsletter, news magazine, or business or financial publication or service, whether communicated in hard copy form, or by electronic means, or otherwise, that does not consist of the rendering of advice on the basis of the specific investment situation of each client;
(6) Any person who is a federal covered adviser; or
(7) Such other person not within the intent of this subsection as the director may, by rule or order, designate.
(g) "Investment adviser representative," means any person, including a partner, officer, or director, or a person occupying a similar status or performing similar functions, or other individual, except clerical or ministerial personnel, who is employed by or associated with an investment adviser that is registered or required to be registered under this chapter, or who has a place of business located in this state and is employed by or associated with a federal covered adviser, and who does any of the following:
(1) Makes any recommendations or otherwise renders advice regarding securities if the person has direct advisory client contact;
(2) Manages accounts or portfolios of clients;
(3) Determines which recommendations or advice regarding securities should be given;
(4) Solicits, offers, or negotiates for the sale of or sells investment advisory services unless the person is a broker-dealer or agent registered with South Dakota whose solicitation activities are solely incidental to the person's profession and who receives special compensation only from an affiliated entity and the person would not be an investment adviser representative except for the performance of the activities described in this subsection; or
(5) Directly supervises employees who perform any of the foregoing activities or services.
(h) "Issuer," means any person who issues or proposes to issue any security, except that:
(1) With respect to certificates of deposit, voting-trust certificates, or collateral-trust certificates, or with respect to certificates of interest or shares in an unincorporated investment trust not having a board of directors or persons performing similar functions or of the fixed, restricted management, or unit type, the term, issuer, means the person or persons performing the acts and assuming the duties of depositor or manager pursuant to the provisions of the trust or other agreement or instrument under which the securities are issued; and
(2) With respect to certificates of interest or participation in oil, gas or mining titles or leases, or in payments out of production under such titles or leases, there is not considered to be any issuer.
(i) "Nonissuer," means not directly or indirectly for the benefit of the issuer.
(j) "Person," means an individual, a corporation, a partnership, an association, a joint-stock company, a trust where the interest of the beneficiaries are evidenced by a security, an unincorporated organization, a government, or a political subdivision of a government.
(k)(1) "Sale" or "Sell," includes every contract of sale of, contract to sell, or disposition of, a security or interest in a security for value;
(2) "Offer" or "Offer to sell," includes every attempt or offer to dispose of, or solicitation of an offer to buy, a security or interest in a security for value;
(3) Any security given or delivered with, or as a bonus on account of, any purchase of securities or any other thing is considered to constitute a part of the subject of the purchase and to have been offered and sold for value;
(4) A purported gift of assessable stock is considered to involve an offer and sale;
(5) Every sale or offer of a warrant or right to purchase or subscribe to another security of the same or another issuer, as well as every sale or offer of a security which gives the holder a present or future right or privilege to convert into another security of the same or another issuer, is considered to include an offer of the other security;
(6) The terms defined in this subsection do not include:
(A) Any bona fide pledge or a loan;
(B) Any stock dividend, whether the corporation distributing the dividend is the issuer of the stock or not, if nothing of value is given by the stockholders for the dividend other than the surrender of the right to a cash or property dividend when each stockholder may elect to take the dividend in cash or property or in stock;
(C) Any act incident to a class vote by stockholders, pursuant to the certificate of incorporation or the applicable corporation statute, on a merger, consolidation, reclassification of securities, or the sale of corporate assets in consideration of the issuance of securities of another corporation; or
(D) Any act incident to a judicially approved reorganization in which a security is issued in exchange for one or more outstanding securities, claims or property interests, or partly in such exchange and partly for cash.
(l) "Securities Act of 1933," "Securities Exchange Act of 1934," "Public Utility Holding Company Act of 1935," "Investment Advisers Act of 1940," and "Investment Company Act of 1940," mean the federal statutes of those names as amended before or after July 1, 1988.
(m) "Security," means any note; stock; treasury stock; bonds; debentures; evidence of indebtedness; certificate of interest or participation in any profit-sharing agreement; collateral-trust certificates; preorganization certificate or subscription; transferable shares; investment contracts; voting-trust certificates; certificate of deposit for a security; certificate of interest or participation in an oil, gas or mining title or lease or in payments out of production under such a title or lease; viatical settlement; or, in general, any interests or instrument commonly known as a security, or any certificate of interest or participation in, temporary or interim certificate for, receipt for guarantee of, or warrant or right to subscribe to or purchase, any of the foregoing. Security does not include any insurance or endowment policy or annuity contract under which an insurance company promises to pay a fixed sum of money either in a lump sum or periodically for life or some other specified period.
(n) "State," means any state, territory or possession of the United States, the District of Columbia, and Puerto Rico.
Section 2. That subsection (a)(5) of ' 47-31A-402 be amended to read as follows:
47-31A-402. Exemptions.(a) The following securities are exempted from '' 47-31A-301, 47-31A-307, and 47-31A-403:
(1) Any security, including a revenue obligation, issued or guaranteed by the United States, any state, any political subdivision of the state, or any agency or corporate or other instrumentality of one or more of the foregoing; or any certificate of deposit for any of the foregoing. However, this exemption does not include any revenue obligation payable from receipts or revenues in any respect of property or money used under a lease, sale or loan arrangement by or for a nongovernmental, industrial or commercial entity, unless such payments are or shall be made or unconditionally guaranteed by a person whose securities are exempted from registration by ' 47-31A-402(a)(7) or 47-31A-402(a)(8). Pursuant to section 106(c) of the Secondary Mortgage Market Enhancement Act of 1984 (PL 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 and specifically overrides the preemption of state law;
(2) Any security issued or guaranteed by Canada, any Canadian province, any political subdivision of any such province, any agency or corporate or other instrumentality of one or more of the foregoing, or any other foreign government with which the United States currently maintains diplomatic relations, if the security is recognized as a valid obligation by the issuer or guarantor;
(3) 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 and supervised under the laws of any state including any interest in a common trust fund or similar fund maintained by a state bank or trust company or a national bank for the collective investment and reinvestment of funds contributed thereto by such bank or trust company in its capacity as trustee, executor, administrator, or guardian;
(4) Any security issued by and representing an interest in or a debt of, or guaranteed by, any federal savings and loan association or any building and loan or similar association organized under the laws of any state and authorized to do business in this state;
(5) Any security issued by and representing an interest in or a debt of, or guaranteed by, any insurance company organized under the laws of any state and authorized to do business in this state, and any viatical settlement offered by any company in compliance with Title 58; but this exemption does not apply to an annuity contract, investment contract, or similar security under which the promised payments are not fixed in dollars but are substantially dependent upon the investment results of a segregated fund or account invested in securities;
(6) Any security issued or guaranteed by any federal credit union or any credit union, industrial loan association, or similar association organized and supervised under the laws of any state;
(7) Any security issued or guaranteed by any railroad, other common carrier, public utility, or holding company which is:
(A) Subject to the jurisdiction of the interstate commerce commission;
(B) A registered holding company under the Public Utility Holding Act of 1935 or a subsidiary of such a company within the meaning of that act;
(C) Regulated in respect of its rates and charges by a governmental authority of the United States or any state; or
(D) Regulated in respect of the issuance or guarantee of the security by a governmental authority of the United States, any state, Canada, or any Canadian province.
(8)(A) Any security listed or approved for listing upon notice of issuance on the New York stock exchange or the American stock 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 exercisable within ninety days so listed or approved; or any warrant or right to purchase or subscribe to any of the foregoing;
(B) The director may, by order, approve stock exchanges in addition to those specified in subparagraph (A) upon the finding that:
(i) Such exchange provided adequate facilities for the use of its members for the purchase of and sale of securities listed by the exchange;
(ii) The governing constitution, bylaws and regulations of such exchange are such as to reasonably safeguard and protect the interest of the investors who invest in the securities so listed on the exchange;
(iii) The governing constitution, bylaws, and regulations of the exchange require an adequate examination into the affairs of an issuer of the securities which are to be listed before permitting trading therein;
(iv) The governing constitution, bylaws, and regulations of the exchange require that the issuer of such securities so long as they be listed, shall periodically prepare, make public and furnish promptly to the exchange, appropriate financial, and income statements;
(v) The governing constitution, bylaws and regulations of such exchange require that securities listed and traded in on such exchange are to be restricted to those of ascertained sound asset or income value; and
(vi) The governing constitution, bylaws, and regulations of the exchange provide for a reasonable surveillance of its members, including a requirement for periodical financial statements of its members and the right and obligation in the governing body of the exchange to suspend or expel any member found to be financially irresponsible or found to have been guilty of misconduct in his business dealings, or conduct prejudicial to the rights or interests of his customers. Approval of any stock exchange, including the exchanges specified in subparagraph (A), may be withdrawn by the director for good cause, including those considerations listed in subsection (B), after ten days' notice of hearing and opportunity to be heard has been given pursuant to chapter 1-26.
(9) Any security issued by any person organized and operated not for private profit but exclusively for religious, educational, benevolent, charitable, fraternal, social, athletic, or reformatory purposes, or as a chamber of commerce or trade or professional association;
(10) A promissory note, draft, bill of exchange, or bankers' acceptance that evidences an obligation to pay cash within nine months after the date of issuance, exclusive of days of grace, is issued in denominations of at least fifty thousand dollars, and receives a rating in one of the three highest rating categories from a nationally recognized statistical rating organization; or a renewal of such an obligation that is likewise limited, or a guarantee of such an obligation or of a renewal;
(11) Any investment contract issued in connection with an employee's stock purchase, savings, pension, profit-sharing, or similar benefit plan if the director is notified in writing thirty days before the inception of the plan or, with respect to plans which are in effect on July 1, 1988, within sixty days thereafter;
(12) Any securities of any cooperative corporation organized in good faith and qualified to do business as a cooperative under chapter 47-15 or chapter 47-21 and sold only to members of such cooperative corporations for the purpose of conducting upon the cooperative plan among its stockholders any or all of the following businesses:
(A) Any agricultural, dairy, livestock, or produce business;
(B) The business of selling, marketing, or otherwise handling any agricultural, dairy, or livestock products, or other produce raised or produced by the stockholders of such corporation or by any cooperative corporation;
(C) The manufacture of any products from handling any agricultural, dairy, or livestock products, or other produce by the members of such corporations;
(D) The funding of economic development projects in South Dakota;
(E) The operation of a rural telephone among its stockholders;
(F) Any business incidental to any of the above purposes;
(13) Securities meeting all of the following conditions:
(A) The securities are:
(i) Equity securities except options, warrants, preferred stock, subscription rights, securities convertible into equity securities or any right to subscribe to or purchase the options, warrants, convertible securities, or preferred stock;
(ii) Units consisting of equity securities permitted by (i) and warrants to purchase the same equity security being offered in the unit;
(iii) Nonconvertible debt securities that are rated in one of the four highest rating categories of Standard's and Poor's, Moody's, Dominion Bond Rating Services of Canadian Bond Rating Services or other rating organizations which the director by rule or order may designate. For purposes of this subparagraph, nonconvertible debt securities means securities that cannot be converted for at least one year from the date of issuance and then only into equity shares of the issuer or its parent; or
(iv) American Depository Receipts representing securities described in (i), (ii), or (iii).
(B) The issuer is not organized under the laws of the United States, or of any state, territory, or possession of the United States, or of the District of Columbia or Puerto Rico;
(C) The issuer, at the time an offer or sale is made under this subdivision, has been a going concern engaged in continuous business operations for the immediate past five years and during that period, has not been the subject of a preceding relating to insolvency, bankruptcy, involuntary administration, receivership, or similar proceedings. For the purposes of this subparagraph, the operating history of any predecessor that represented more than fifty percent of the value of the assets of the issuer that otherwise would have met the conditions of this section may be used toward the five-year requirement;
(D) The issuer, at the time an offer or sale is made under this subsection, has public float of one billion United States dollars or more. For purposes of this subparagraph:
(i) Public float means the market value of all outstanding equity shares owned by nonaffiliates;
(ii) Equity shares means common shares, nonvoting equity shares, and subordinate or restricted voting equity shares, but does not include preferred shares;
(iii) An affiliate of a person is anyone who beneficially owns, directly or indirectly, or exercises control or direction over, more than ten percent of the outstanding equity shares of the person;
(E) The market value of the issuer's equity shares, at the time an offer or sale is made under this subsection, is three billion United States dollars or more. For purposes of this subparagraph, equity shares means common shares, non voting equity shares, and subordinate or restricted voting equity shares, but does not include preferred shares;
(F) The issuer, at the time an offer or sale is made under this section, has a class of equity securities listed for trading on or through the facilities of a foreign securities exchange or recognized foreign securities market included in Rule 902(a)(1) promulgated under the Securities Act of 1933 or designated by the United States Securities and Exchange Commission under Rule 902(a)(2) promulgated under the Securities Act of 1933.
(b) The following transactions are exempted from '' 47-31A-301, 47-31A-307, and 47-31A-403:
(1) Any isolated nonissuer sale of any security by its owner or by a representative for the account of the owner, the sale not being made in the course of repeated and successive sales of securities of the same issue by the owner or by the representative for the account of the owner. However, no person may make more than one sale of securities of the same issuer pursuant to this exemption during any period of twelve consecutive months. Public advertising of an offer to sell securities under this section is prohibited;
(2) A nonissuer transaction in an outstanding security if the issuer of the security has a class of security subject to registration under section 12 of the Securities Exchange Act of 1934 and has been subject to reporting requirements of section 13 or 15(d) of the Securities Exchange Act of 1934 for not less than one hundred eighty days before the transaction; or has filed and maintained with the director for not less than one hundred eighty days before the transaction information substantially comparable to the information which the issuer would be required to file under section 12(b) or section 12(g) of the Securities Exchange Act of 1934 were the issuer to have a class of its securities registered under section 12 of the Securities Exchange Act of 1934, in such form as the director, by rule, provides and shall pay a fee upon the filing of one hundred dollars;
(3) Any nonissuer transaction effected by or through a registered broker-dealer pursuant to an unsolicited order or offer to buy; but the director may, by rule, require that the customer acknowledge upon a specified form that the sale was unsolicited, and that a signed copy of such form be preserved by the broker-dealer for a specified period;
(4) Any transaction between the issuer or other person on whose behalf the offering is made and an underwriter, or among underwriters;
(5) Any transaction in a bond or other evidence of indebtedness secured by a real or chattel mortgage or deed of trust, or by an agreement for the sale of real estate or chattels, if the entire mortgage, deed of trust, or agreement, together with all of the bonds or other evidences of indebtedness secured thereby, is offered and sold as a unit;
(6) Any transaction by an executor, administrator, sheriff, marshal, receiver, trustee in bankruptcy, guardian, or conservator;
(7) Any transaction executed by a bona fide pledgee without any purpose of evading this chapter;
(8) 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;
(9) Any sale by an issuer having its principal office in this state which is made to not more than five persons in this state during a period of twelve consecutive months, whether or not the offeror or any of the offerees is then present in this state, if:
(A) Issuer reasonably believes that all the buyers in this state, other than those designated in paragraph (8) are purchasing for investment; and
(B) No commission or other remuneration is paid or given directly or indirectly for soliciting any prospective buyer in this state; and
(C) No public advertisement of an offer to sell securities is used; but the director may, by rule or order, as to any security or transaction or any type of security or transaction, withdraw or further condition this exemption, or increase or decrease the number of offerees permitted, or waive the conditions in clauses (A) and (B) with or without the substitution of a limitation on remuneration;
(10) Any offer or sale of securities of an issuer incorporated or organized under the laws of the State of South Dakota to the original incorporators or original subscribers, not exceeding ten in number, where the securities are not acquired by the incorporators or the subscribers for the purpose of sale to others; no commission or other remuneration has been paid; no advertising has been published or circulated in connection with the sale; and all sales are consummated within thirty days after commencement of business by the issuer;
(11) 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 ninety days of their issuance, if:
(A) 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; or
(B) The issuer first files a notice specifying the terms of the offer and the director does not, by order, disallow the exemption within the next five full business days.
(12) Any offer, but not a sale, of a security for which the registration statements have been filed under both this chapter and the Securities Act of 1933 if no stop order or refusal order is in effect and no public proceeding or examination looking towards such an order is pending under either this chapter or the Securities Act of 1933;
(13) The director may, by rule or order, create a limited offering transactional exemption which shall further the objectives of compatibility with federal exemptions and uniformity among the states. Any transactional exemption that complies with the rules promulgated pursuant to this section shall submit a filing fee of two hundred dollars.
(14) Any nonissuer transaction by a registered agent of a registered broker-dealer, and any resale transaction by a sponsor of a unit investment trust registered under the Investment Company Act of 1940, in a security of a class that has been outstanding in the hands of the public for at least ninety days provided, at the time of the transaction:
(A) The issuer of the security is actually engaged in business and not in the organization stage or in bankruptcy or receivership and is not a blank check, blind pool, or shell company whose primary plan of business is to engage in a merger or combination of the business with, or an acquisition of, an unidentified person or person;
(B) The security is sold at a price reasonably related to the current market price of the security;
(C) The security does not constitute the whole or part of an unsold allotment to, or a subscription or participation by, the broker-dealer as an underwriter of the security;
(D) A nationally recognized securities manual designated by rule or order of the director or a document filed with the United States Securities and Exchange Commission which is publicly available through the United States Securities and Exchange Commission's Electronic Data Gathering and Retrieval System contains:
(i) A description of the business and operations of the issuer;
(ii) The names of the issuer's officers and the names of the issuer's directors, if any, or in the case of a non-United States issuer, the corporate equivalents of the persons in the issuer's country of domicile;
(iii) An audited balance sheet of the issuer as of a date within eighteen months or, in the case of a reorganization or merger where parties to the reorganization or merger had an audited balance sheet, a pro forma balance sheet; and
(iv) An audited income statement for each of the issuer's immediately preceding two fiscal years, or for the period of existence of the issuer, if in existence for less than two years or, in the case of a reorganization or merger where the parties to the reorganization or merger had an audited income statement, a pro forma income statement; and
(E) The issuer of the security has a class of equity securities listed on a national securities exchange registered under the Securities and Exchange Act of 1934, or designated for trading on the National Association of Securities Dealers Automated Quotation System, unless:
(i) The issuer of the security is a unit investment trust registered under the Investment Company Act of 1940;
(ii) The issuer of the security has been engaged in continuous business, including any predecessors, for at least three years; or
(iii) The issuer of the security has total assets of at least two million dollars based on the audited balance sheet as of a date within eighteen months or, in the case of a reorganization or merger where the parties to the reorganization or merger had the audited balance sheet, a pro forma balance sheet.
(15) Any nonissuer transaction in a security by a registered agent of a registered broker-dealer if:
(A) The issuer of the security is actually engaged in business and not in the organization stage or in bankruptcy or receivership and is not a blank check, blind pool, or shell company whose primary plan of business is to engage in a merger or combination of the business with, or an acquisition of, an unidentified person or persons; and
(B) The security is senior in rank to the common stock of the issuer both as to payment of dividends or interest upon dissolution or liquidation of the issuer and the security has been outstanding at least three years and the issuer or any predecessors have not defaulted within the current fiscal year or the three immediately preceding fiscal years in the payment of any dividend, interest, principal, or sinking fund installment on the security when due and payable.
(c) The director may, by order, determine whether any proposed sale, transaction, issue or security is entitled to an exemption pursuant to this chapter; provided, however, that the director may decline to exercise such authority as to any proposed sale, transaction, issue or security. No such order may be entered without appropriate prior notice to all interested parties, opportunity for hearing, and written findings of fact and conclusions of law, pursuant to chapter 1-26, except that the director may, by order, summarily deny or revoke any of the specified exemptions pending final determination of any proceeding under this subsection. Upon the entry of a summary order, the director shall promptly notify all interested parties that it has been entered and of the reasons therefor and that within thirty days of the receipt of a written request the matter will be set down for hearing. If no hearing is requested and none is ordered by the director, the order will remain in effect until it is modified or vacated by the director. If a hearing is requested or ordered, the director, after a notice of opportunity for hearing to all interested persons, may modify or vacate the order or extend it until a final determination. No order under this subsection may operate retroactively. No person may be considered to have violated ' 47-31A-301 or 47-31A-403 by reason of any offer or sale effected after the entry of an order under this subsection if he sustains the burden of proof that he did not know, and in the exercise of reasonable care could not have known, of the order.
(d) In any proceeding under this chapter, the burden of proving an exemption or an exception from a definition is upon the person claiming it.
Signed February 22, 1999.