ICA Registration Exemptions: By Section and By Rule | Cadwalader Cabinet | Find Know Do

ICA Registration Exemptions: By Section and By Rule

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Overview

ICA Section 3(a)(1) generally defines an entity to be an "investment company" if it either (a) "is or holds itself out as being engaged primarily . . . in the business of investing, reinvesting, or trading in securities," (b) is a face-amount certificate company (not as a practical matter a significant type of entity), or (c) "owns or proposes to acquire investment securities having a value exceeding 40 per centum of the value of such issuer’s total assets (exclusive of Government securities and cash items) on an unconsolidated basis." For companies that fail the quantitative test, there are a variety of possible exclusions and exemptions available. The page below sets out the exclusions and exemptions and provides links to "topic pages" containing regulatory and other materials on the various exclusions and exemptions.

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Cadwalader, Wickersham & Taft LLP

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Cadwalader, Wickersham & Taft LLP

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Cadwalader, Wickersham & Taft LLP

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Maurine Bartlett

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Cadwalader, Wickersham & Taft LLP

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Municipal Securities Exemption

Municipal Fund Securities

Numeric Test of Investment Company ("IC") Status

ICA Section 3(a)(1)(C) (Numeric Test) | Topic Page

Section 3(b) Exemption from ICA Status

ICA Section 3(b) (Inadvertent investment companies) | Topic Page

Section 3(c) Exemptions from IC Registration

ICA Section 3(c)(1) (100 holders) | Topic Page | See also ICA Rule 3c-5 (Knowledgeable employees) | Topic Page
ICA Section 3(c)(2) (Market participants and market intermediaries) | Topic Page
ICA Section 3(c)(3) (Banks; common trust funds) | Topic Page
ICA Section 3(c)(4) (Small loans) | Topic Page
ICA Section 3(c)(5) (Factoring) | Topic Page | See also ICA Rule 3c-5 (Knowledgeable employees) | Topic Page
ICA Section 3(c)(6) (Businesses listed in Sections 3(c) (3),((4) and (5) above) | Topic Page
ICA Section 3(c)(7) (Qualified purchaser funds) | Topic Page | See also ICA Rule 3c-5 (Knowledgeable employees) | Topic Page
ICA Section 3(c)(9) (Oil or mineral funds) | Topic Page
ICA Section 3(c)(10) (Charitable organizations) | Topic Page
ICA Section 3(c)(11) (Employee plans) | Topic Page
ICA Section 3(c)(12) (Voting trusts)
ICA Section 3(c)(13) (Protective committees)
ICA Section 3(c)(14) (Church plans)| Topic Page

Section 3 Rules

ICA Rule 3c-5 (Knowledgeable Employees) | Topic Page
ICA Rule 3a-1 (Prima Facie Investment Companies) | Topic Page
ICA Rule 3a-2 (Transient Investment Companies) | Topic Page
ICA Rule 3a-3 (Investment Companies Owned by Non-RICss) | Topic Page
ICA Rule 3a-4 (Investment Advisory Programs) | Topic Page
ICA Rule 3a-5 (Finance Subsidiaries) | Topic Page
ICA Rule 3a-6 (Foreign Banks) | Topic Page
ICA Rule 3a-7 (ABS Issuers) | Topic Page
ICA Rule 3a-8 (R&D Companies) | Topic Page

Section 6 Exemptions from IC Registration

ICA Section 6(a) (Specific companies)
ICA Section 6(b) (Employee security companies) | Topic Page
ICA Section 6(c) (As appropriate in the public interest) | Link to SEC Exemptive Actions
ICA Section 6(e) (Business development companies)

Non-U.S. Funds

RIC Exemptions for Foreign Funds

Developments

Guidance

Speeches, Studies and Comments

Enforcement and Litigation

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Procedures for Exemptive Orders (Protecting Investors: A Half Century of Investment Company Regulation)