DE SB131

Replaces the term "Commissioner" with "Director" throughout the Delaware Securities Act to align with current organizational terminology.

Adds the phrase "or any rule or order hereunder" to multiple sections to clarify that rules and orders issued under the Act are enforceable and applicable regardless of which statutory provision is involved.

Establishes a definition of "willful" to mean the underlying act was done deliberately, without requiring proof of evil motive or knowledge that the law was being violated, aligning with federal law standards.

Clarifies that determining whether an instrument is a security requires a substance-over-form analysis based on economic realities rather than how a transaction is labeled.

Relocates the prohibition on false and misleading filings from § 73-209 to new § 73-104 to apply broadly across the entire Securities Act, and adds account-freezing authority to enforcement remedies available to the Investor Protection Director.