§ 80a-62. — Distribution and repurchase of securities.
[Laws in effect as of January 24, 2002]
[Document not affected by Public Laws enacted between
January 24, 2002 and December 19, 2002]
[CITE: 15USC80a-62]
TITLE 15--COMMERCE AND TRADE
CHAPTER 2D--INVESTMENT COMPANIES AND ADVISERS
SUBCHAPTER I--INVESTMENT COMPANIES
Sec. 80a-62. Distribution and repurchase of securities
Notwithstanding the exemption set forth in section 80a-6(f) of this
title, section 80a-23 of this title shall apply to a business
development company to the same extent as if it were a registered
closed-end investment company, except as follows:
(1) The prohibitions of section 80a-23(a)(2) of this title shall
not apply to any company which (A) is a wholly-owned subsidiary of,
or directly or indirectly controlled by, a business development
company, and (B) immediately after the issuance of any of its
securities for property other than cash or securities, will not be
an investment company within the meaning of section 80a-3(a) of this
title.
(2) Notwithstanding the provisions of section 80a-23(b) of this
title, a business development company may sell any common stock of
which it is the issuer at a price below the current net asset value
of such stock, and may sell warrants, options, or rights to acquire
any such common stock at a price below the current net asset value
of such stock, if--
(A) the holders of a majority of such business development
company's outstanding voting securities, and the holders of a
majority of such company's outstanding voting securities that
are not affiliated persons of such company, approved such
company's policy and practice of making such sales of securities
at the last annual meeting of shareholders or partners within
one year immediately prior to any such sale, except that the
shareholder approval requirements of this subparagraph shall not
apply to the initial public offering by a business development
company of its securities;
(B) a required majority (as defined in section 80a-56(o) of
this title) of the directors of or general partners in such
business development company have determined that any such sale
would be in the best interests of such company and its
shareholders or partners; and
(C) a required majority (as defined in section 80a-56(o) of
this title) of the directors of or general partners in such
business development company, in consultation with the
underwriter or underwriters of the offering if it is to be
underwritten, have determined in good faith, and as of a time
immediately prior to the first solicitation by or on behalf of
such company of firm commitments to purchase such securities or
immediately prior to the issuance of such securities, that the
price at which such securities are to be sold is not less than a
price which closely approximates the market value of those
securities, less any distributing commission or discount.
(3) A business development company may sell any common stock of
which it is the issuer at a price below the current net asset value
of such stock upon the exercise of any warrant, option, or right
issued in accordance with section 80a-60(a)(3) of this title.
(Aug. 22, 1940, ch. 686, title I, Sec. 63, as added Pub. L. 96-477,
title I, Sec. 105, Oct. 21, 1980, 94 Stat. 2288.)
Section Referred to in Other Sections
This section is referred to in sections 80a-2, 80a-6, 80a-53, 80a-
60, 80b-2 of this title.
