Page:United States Statutes at Large Volume 94 Part 2.djvu/1007

 PUBLIC LAW 96-477—OCT. 21, 1980

94 STAT. 2285

such company on the basis that such plan is reasonable and fair to the shareholders or partners of such company, does not involve overreaching of such company or its shareholders or partners on the part of any person concerned, and is consistent with the interests of the shareholders or partners of such company; or "(ii) in the case of a profit-sharing plan which includes one or more directors of the business development company who are not also officers or employees of such company, or one or more general partners in such company, such profit-sharing plan is approved by order of the Commission, upon application, on the basis that such plan is reasonable and fair to the shareholders or partners of such company, does not involve overreaching of such company or its shareholders or partners on the part of any person concerned, and is consistent with the interests of the shareholders or partners of such company; and "(B) the aggregate amount of benefits which would be paid or accrued under such plan shall not exceed 20 per centum of the business development company's net income after taxes in any fiscal year. "(2) This subsection may not be used where the business development company has outstanding any stock option, warrant, or right issued as part of an executive compensation plan, including a plan pursuant to section 61(a)(3)(B), or has an investment adviser registered or required to be registered under title II of this Act. i^ use 80b-i. "(o) The term 'required majority', when used with respect to the approval of a proposed transaction, plan, or arrangement, means both a majority of a business development company's directors or general partners who have no financial interest in such transaction, plan, or arrangement and a majority of such directors or general partners who are not interested persons of such company. "CHANGES IN INVESTMENT POLICY

"SEC. 58. No business development company shall, unless author- 15 USC 80a-57. ized by the vote of a majority of its outstanding voting securities or partnership interests, change the nature of its business so as to cease to be, or to withdraw its election as, a business development company. "INCORPORATION OF PROVISIONS

"SEC. 59. Notwithstanding the exemption set forth in section 6(f), sections 1,2,3,4, 5, 6, 9,10(f), 15 (a), (c), and (f), 16(b), 17 (f) through (j), 19(a), 20(b), 32 (a) and (c), 33 through 47, and 49 through 53 of this title shall apply to a business development company to the same extent as if it were a registered closed-end investment company. ^

•^

,, FUNCTIONS AND ACTIVITIES OF BUSINESS DEVELOPMENT COMPANIES

15 USC 80a-58. f,"{t# In'^'^i 80a-5,80a-9 80a-ib, 80a-i580a-l7, 80a-i9, 80a-20,80a-31, 80a-32—80a-46, 80a-48—80a-52.

"SEC. 60. Notwithstanding the exemption set forth in section 6(f), 15 USC 80a-59. section 12 shall apply to a business development company to the same extent as if it were a registered closed-end investment company, except that the Commission shall not prescribe any rule, regulation, or order pursuant to section 12(a)(1) governing the circumstances in 15 USC 80a-i2. which a business development company may borrow from a bank in order to purchase any security.

�