Page:United States Statutes at Large Volume 54 Part 1.djvu/884

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PUBLIC LAWS-CH. 686-AUG. 22, 1940 Use of mails, etc. , registration require- ment. Exemptions. Application for reg- istration. Information re- quired. directly or indirectly by any one or more of the foregoing, or any officer, agent, or employee of any of the foregoing acting as such in the course of his official duty, unless such provision makes specific reference thereto. REGISTRATION OF INVESTMENT ADVISERS SEC. 203. (a) Except as provided in subsection (b), it shall be unlawful for any investment adviser, unless registered under this section, to make use of the mails or any means or instrumentality of interstate commerce in connection with his or its business as an invest- ment adviser. (b) The provisions of subsection (a) shall not apply to- (1) any investment adviser all of whose clients are residents of the State within which such investment adviser maintains his or its principal office and place of business, and who does not furnish advice or issue analyses or reports with respect to securi- ties listed or admitted to unlisted trading privileges on any national securities exchange; (2) any investment adviser whose only clients are investment companies and insurance companies; or (3) any investment adviser who during the course of the pre- ceding twelve months has had fewer than fifteen clients and who does not hold himself out generally to the public as an invest- ment adviser. (c) Any investment adviser, or any person who presently con- templates becoming an investment adviser, may register under this section by filing with the Commission an application for registration. Such application shall contain such of the following information, in such form and detail, as the Commission may by rules and regula- tions prescribe as necessary or appropriate in the public interest or for the protection of investors: (1) information in respect of- (A) the name and form of organization under which the investment adviser engages or intends to engage in busi- ness; the name of the State or other sovereign power under which such investment adviser is organized; the location of his or its principal business office and branch offices, if any; the names and addresses of his or its partners, officers directors, and persons performing similar functions or, if such an investment adviser be an individual, of such indi- vidual; and the number of his or its employees; (B) the education, the business affiliations for the past ten years, and the present business affiliations of such invest- ment adviser and of his or its partners, officers, directors, and persons performing similar functions and of any controlling person thereof; (C) the nature of the business of such investment adviser, including the manner of giving advice and rendering analyses or reports; (D) the nature and scope of the authority of such invest- ment adviser with respect to clients' funds and accounts; (E) the basis or bases upon which such investment adviser is compensated; and (F) whether such an investment adviser or any partner, officer, director, person performing similar function or con- trolling person thereof (i) within ten years of the filing of such application has been convicted of any felony or misdemeanor of the character described in paragraph (1) of subsection (d), or (ii) is permanently or temporarily 850 [54 STAT.