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STATE OF
OFFICE OF SECURITIES
121 STATE HOUSE STATION
AUGUSTA, ME 04333
CONSENT AGREEMENT
No. 01-074-CAG
This Consent Agreement is entered
into between the Office of Securities and Hawthorne Investment Management, LLC
("HIM"), a limited liability company organized pursuant to the laws
of
WHEREAS
the parties agree as follows:
1.
At all relevant times, it has been unlawful in Maine for a
person to act in Maine as an investment adviser unless licensed or exempt from
licensing pursuant to the Revised Maine
Securities Act, 32 M.R.S.A. § 10303(1).
2.
On or about
3.
On or about
4.
HIM voluntarily withdrew from licensure as an investment
adviser in
5.
On or about
6.
On or about
7.
HIM has represented to the Office of Securities that its
unlicensed activity was inadvertent and the result of a mistake, and that no
8.
Both parties desire an expeditious resolution of this
matter.
NOW,
THEREFORE, without trial or adjudication of any issue of fact or law, and
without HIM admitting or denying that its conduct violated the Revised Maine
Securities Act, it is agreed that:
1.
The Office of Securities shall review HIM's
2.
The Office of Securities shall not deny HIM's license
application based on the conduct alleged in the Notice of Intent to Issue an
Order to Deny a License and resolved by the execution of this Consent
Agreement, nor shall the Office of Securities deny the license application
based solely upon its review of materials already in its possession.
3.
Once licensed, HIM shall comply with all licensing and other
legal requirements governing persons acting as investment advisors in
4.
For the first two years after the execution of this Consent
Agreement, HIM shall:
a. Provide to the Office of Securities,
for each investment advisory client that HIM obtains, a copy of the signed
investment advisory contract within one week of its execution, along with an
affidavit stating that HIM has delivered Part 2 of Form ADV to the client and
that HIM has otherwise complied with all statutory and regulatory requirements
with respect to that client;
b. Not solicit investment advisory clients
through advertising to the public; and
c. Make a good faith, reasonable effort to
locate and retain an independent compliance officer at its own expense. If HIM retains such a person, HIM shall
notify the Office of Securities of that person's name, address, and telephone
number. The compliance officer shall
perform a review of HIM's books and records on no less than a quarterly basis
for a period of at least two years from the date of retention. The compliance officer shall provide the
Office of Securities with an annual, detailed report of these reviews.
5.
If HIM has not retained a compliance officer in accordance
with the above paragraph by the end of the two-year period, HIM shall provide
the Office of Securities with an affidavit stating the reasons therefor,
including a detailed accounting of HIM's efforts to locate and retain such a
person.
6.
The proceedings referenced in the Notice of Intent to Issue
an Order to Deny a License are dismissed by execution of this Consent
Agreement.
Date:
David A. Conary
Manager
Date:
Christine A. Bruenn
Securities Administrator
Approved by:
Date:
Bonnie E. Russell
Supervisor of Enforcement
Presented by:
Date:
Michael W. Atleson
Staff Attorney
(licensed in NY and MA, pending in ME)
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