6 Del. Admin. Code § 200-G-711

Current through Register Vol. 28, No. 5, November 1, 2024

Section 200-G-711 - Exemption From Registration; Exempt Reporting Advisers

(a) Definitions. For purposes of the exemption set forth in this Rule:

(1) "Private Fund Adviser" means an investment adviser who provides advice solely to one or more qualifying private funds, other than a private fund that qualifies for the exclusion from the definition of "investment company" provided in section 3(c)(1) of the Investment Company Act of 1940, 15 U.S.C. § 80 a - 3(c)(1);

(2) "Qualifying private fund" means a private fund that meets the definition of a qualifying private fund in SEC Rule 203(m)-1, 17 C.F.R. § 275.203(m)-1 ;

(b) Exemption for Private Fund Advisers. A Private Fund Adviser shall be exempt from the registration requirements of Section 73-301 of the Act if the adviser satisfies each of the following conditions:

(1) neither the Private Fund Adviser nor any of its advisory affiliates are subject to an event that would disqualify an issuer under Rule 506(d)(1) of SEC Regulation D, 17 C.F.R. § 230.506(d)(1);

(2) the Private Fund Adviser files with the Director through IARD each report and amendment thereto that an exempt reporting adviser is required to file with the SEC pursuant to SEC Rule 204-4, 17 C.F.R. § 275.204-4; and

(3) the Private Fund Adviser pays the filing fee required to be paid by investment advisers as set forth in Section 73-302(l)(2) of the Act.

(c) [RESERVED]

(d) Federal covered investment advisers. If a Private Fund Adviser is registered with the SEC, the adviser shall not be eligible for this exemption and shall comply with the state notice filing requirements applicable to federal covered adviser in Sections 73-301(f) and 73-302(g) through (k) of the Act.

(e) Investment adviser representatives. A person is exempt from the investment adviser representative registration requirements of Section 73-301 of the Act if he or she is employed by or associated with an investment adviser that is exempt from registration in Delaware pursuant to this Rule and he or she does not otherwise act as an investment adviser representative.

(f) [RESERVED]

(g) An investment adviser who becomes ineligible for the exemption provided by this Rule must comply with all applicable laws and rules requiring registration or notice filing within ninety (90) days from the date the investment adviser's eligibility for this exemption ceases.

6 Del. Admin. Code § 200-G-711

18 DE Reg. 394 (11/1/2014) (Final)