CFR > Title 12 - Banks and Banking > CHAPTER I—COMPTROLLER OF THE CURRENCY, DEPARTMENT OF THE TREASURY > PART 16—SECURITIES OFFERING DISCLOSURE RULES > 16.32—Fraudulent transactions and unsafe and unsound practices.

16.32—Fraudulent transactions and unsafe and unsound practices.

(a) No person in the offer or sale of bank securities shall directly or indirectly:
(1) Employ any device, scheme or artifice to defraud;
(2) Make any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; or
(3) Engage in any act, practice, or course of business which operates as a fraud or deceit upon any person, in connection with the purchase or sale of any security of a bank.
(b) Nothing in this section limits the applicability of section 17 of the Securities Act (15 U.S.C. 77q) or section 10(b) of the Exchange Act (15 U.S.C. 78j) or Rule 10b-5 promulgated thereunder ( 17 CFR 240.10b-5 ).
(c) Any violation of this section also constitutes an unsafe or unsound practice under 12 U.S.C. 1818.
(d) Commission Rule 175 ( 17 CFR 230.175 —Liability for certain statements by issuers) applies to this part.