As Amended
SEC. 49-20-27. Investigations; powers of Secretary of State; judicial actions; authority of river timberlands company to bring judicial action; private right of action; joint and several liability; limitation of actions; designation of Secretary of State as agent for service of process.
(1) Whenever it appears to the Secretary of State that any person has engaged or is about to engage in any act or practice constituting a violation of any provision of this chapter or any regulation adopted under this chapter, the Secretary of State may investigate and, in connection with such investigation, shall have the same powers to compel the production of books, papers and other documents and to administer oaths and conduct examinations as are granted to the Secretary of State under the Mississippi Securities Act. He may issue a cease and desist order, with or without a prior hearing, against the person or persons engaged in the prohibited activities, directing them to cease and desist from further illegal activity. In addition, the Secretary of State may bring an action in the Chancery Court for the First Judicial District of Hinds County in the name and on behalf of the state against any person or persons participating in a violation, seeking such relief as the court may grant, including, without limitation, to enjoin those persons from continuing or doing any act in violation of this chapter, to enforce compliance, to grant a permanent or preliminary injunction or temporary restraining order, or to order rescission of any sales of voting securities determined to be unlawful under this chapter or any regulation of the Secretary of State.
(2) Whenever any person has engaged in or is about to engage in any act or practice constituting a violation of this chapter or any regulation or order adopted thereunder, the river timberlands company may bring an action in the chancery court of the county where the river timberlands company has its executive offices or a material portion of its river timberlands in the state seeking such relief as the court may grant, including, without limitation, to enjoin that person from continuing or doing any act in violation of this chapter, to enforce compliance, to grant a permanent or preliminary injunction or temporary restraining order, to order rescission of any sales or purchases of voting securities which are unlawful under this chapter or any regulation of the Secretary of State hereunder, or damages. There shall be a private right of action in favor of the river timberlands company to enforce the provisions of this chapter. No demand upon the Secretary of State that he perform his functions shall be required as a prerequisite to any suit by the river timberlands company against any other person, and in no case shall the Secretary of State be deemed a necessary party to any action by such river timberlands company to enforce the provisions of this chapter. The court may award reasonable fees and expenses of attorneys, in addition to any costs otherwise taxable, to the river timberlands company if the river timberlands company prevails in an action brought under this subsection.
(3) Every person who directly or indirectly controls a person liable under subsection (2) of this section is also liable jointly or severally with and to the same extent as that person, unless he did not know of the existence of the facts by reason of which the liability is alleged to exist.
(4) No action may be maintained under this section unless commenced before the expiration of three (3) years after the discovery of the facts constituting the violation.
(5) Any person who makes or proposes an acquisition requiring the filing of a statement pursuant to this chapter, or who files such a statement, shall be deemed to have thereby designated the Secretary of State as such person's agent for service of process under this chapter, and shall thereby be deemed to have submitted himself to the administrative jurisdiction of the Secretary of State and to the jurisdiction of the chancery court.
(6) The rights and remedies under this chapter are in addition to any other rights or remedies that may exist at law or in equity.
SOURCES: Laws, 1991, ch. 326 Sec. 14, eff from and after passage (approved March 15, 1991).