NC Register Volume 16 Issue 15 - Office of Administrative Hearings

(1) Uniform Termination Notice for SecuritiesIndustry Registration (Form U-5) to beprovided by the previous investment adviserpursuant to the requirements of Rule .1710 ofthis Section;(2) Uniform Application for Securities andCommodities Industry Representative (FormU-4) to be provided by the new investmentadviser, accompanied by a fee of forty-fivedollars ($45.00) for issuance of the newregistration, pursuant to the requirements ofRule .1703.(b) Every registration of an investment adviser representativeexpires when the employment of the investment adviserrepresentative terminates until that investment adviserrepresentative's registration with a new investment adviser hasbeen approved.History Note: Authority G.S. 78C-16(a); 78C-16(b);78C-17(a); 78C-17(b); 78C-20: 78C-30(a); 78C-30(b);Temporary Rule Eff. January 2, 1989 for a Period of 180 Daysto Expire on June 30, 1989;Eff. February 1, 1989;Temporary Amendment Eff. January 14, 2002.18 NCAC 06 .1712 CHANGE OF NAME OFINVESTMENT ADVISERHistory Note: Authority G.S. 78C-17(c); 78C-18(d);78C-30(a)(b);Temporary Rule Eff. January 2, 1989 for a period of 180 days toexpire on June 30, 1989;Eff. February 1, 1989;Temporary Amendment Eff. October 1, 1997;Amended Eff. August 1, 1998;Repealed Eff. January 14, 2002.18 NCAC 06 .1713 INVEST ADVISERMERGER/CONSOLIDATION/ACQUISITION/SUCCESSION(a) When there is a merger, consolidation, acquisition,succession, or other similar fundamental change in theownership of a registered investment adviser, the acquiring orsuccessor entity shall file an initial or amended Form ADV, ifthe acquiring or successor entity intends to engage in business asan investment adviser in this state. Regardless of whether itintends to engage in business as an investment adviser in thisstate, the acquiring or successor entity shall file the followingwith the Administrator not later than 30 days after thefundamental change:(1) if the corporate existence of the acquiredregistered investment adviser is extinguishedupon the effective date of the acquisition, aForm ADV-W, filed by the acquiring orsuccessor entity in the name of the acquiredentity, for the purpose of terminating theregistration of the acquired entity;(2) a copy of the corporate or transactionaldocument by which the merger, acquisition, orother fundamental change was effected; andTEMPORARY RULES16:15 NORTH CAROLINA REGISTER February 1, 20021734(3) if the acquisition was effected by means of atransaction in which the corporate structure ofthe acquired entity was affected, a copy of acertificate of merger or certificate ofdissolution or similar certificate, issued by thecustodian of corporate records of the statepursuant to whose laws the transaction waseffected.In addition, if the corporate structure of the acquired entity wasnot extinguished in the course of the acquisition, the acquiredentity shall file an amended Form ADV not later than 30 daysfollowing the effective date of the acquisition.(b) Investment advisers shall effect mass transfers ofinvestment adviser representatives by filing with the IARD aForm U-4 for each investment adviser representative to betransferred from the acquired entity to the acquiring or successorentity and a Form U-5 for each investment adviser representativenot to be transferred. (c) When there is a merger, consolidation,acquisition, succession, or other similar fundamental change inthe ownership of an investment adviser covered under federallaw, and the acquiring or successor entity will be an investmentadviser covered under federal law, the entities involved shall fileappropriate notice filings with the IARD. (d) When there is amerger, consolidation, acquisition, succession, or other similarfundamental change in the ownership of an investment advisercovered under federal law, and the acquiring or successor entitywill be an investment adviser that is registered or required to beregistered under the Act, such merger, consolidation, acquisition,succession, or other similar fundamental change shall begoverned by the provisions of Paragraphs (a)-(b) of this Rule.History Note: Authority G.S. 78C-16(b); 78C-17(a)(c);78C-18(b)(c)(d); 78C-20; 78C-30(a)(b);Eff. February 1, 1989;Temporary Rule Eff. January 2, 1989 for a period of 180 days toexpire on June 30, 1989;Amended Eff. September 1, 1995;Temporary Amendment Eff. October 1, 1997;Amended Eff. August 1, 1998;Temporary Amendment Eff. January 14, 2002.18 NCAC 06 .1714 REGISTRATION OFPARTNERS/EXECUTIVE OFFICERS/DIRECTORSHistory Note: Authority G.S. 78C-16(a)(b); 78C-17(a);78C-18(b)(d); 78C-19(a); 78C-30(a)(b);Temporary Rule Eff. January 2, 1989 for a period of 180 days toexpire on June 30, 1989;Eff. February 1, 1989;Temporary Amendment Eff. October 1, 1997;Amended Eff. August 1, 1998;Repealed Eff. January 14, 2002.18 NCAC 06 .1715 INVESTMENT ADVISERREGISTRATION DEPOSITORY(a) Use of IARD. Unless otherwise provided, all investmentadviser and investment adviser representative applications,amendments, reports, notices, related filings and fees required tobe filed with the Administrator pursuant to the rules promulgatedunder this Act, shall be filed electronically with and transmittedto the Investment Adviser Registration Depository (“IARD”)