Title 15Commerce and TradeRelease 119-73

§80a–63 Accounts and records

Title 15 › Chapter CHAPTER 2D— - INVESTMENT COMPANIES AND ADVISERS › Subchapter SUBCHAPTER I— - INVESTMENT COMPANIES › § 80a–63

Last updated Apr 6, 2026|Official source

Summary

Make a business development company follow the same account and record rules that apply to a registered closed-end investment company under section 80a–30, even though it normally has an exemption under section 80a–6(f). Where those rules refer to financial reports under section 80a–29, a business development company must instead use the financial reports it files under section 78m. Each business development company must file with the Securities and Exchange Commission and give its shareholders a written risk statement once a year. The statement must describe risks tied to the company’s investments and capital structure and be in the form the Commission requires. The company must give the statement to any registered broker or dealer who asks. The Commission can also require sellers to tell buyers about the risk statement at or before sale and to provide it on request, while weighing any unreasonable burdens on brokers or harm to fair markets.

Full Legal Text

Title 15, §80a–63

Commerce and Trade — Source: USLM XML via OLRC

(a)Notwithstanding the exemption set forth in section 80a–6(f) of this title, section 80a–30 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 that the reference to the financial statements required to be filed pursuant to section 80a–29 of this title shall be construed to refer to the financial statements required to be filed by such business development company pursuant to section 78m of this title.
(b)(1)In addition to the requirements of subsection (a), a business development company shall file with the Commission and supply annually to its shareholders a written statement, in such form and manner as the Commission may, by rule, prescribe, describing the risk factors involved in an investment in the securities of a business development company due to the nature of such company’s investment portfolio and capital structure, and shall supply copies of such statement to any registered broker or dealer upon request.
(2)If the Commission finds it is necessary or appropriate in the public interest and consistent with the protection of investors and the purposes fairly intended by the policy and provisions of this subchapter, the Commission may also require, by rule, any person who, acting as principal or agent, sells a security of a business development company to inform the purchaser of such securities, at or before the time of sale, of the existence of the risk statement prepared by such business development company pursuant to this subsection, and make such risk statement available on request. The Commission, in making such rules and regulations, shall consider, among other matters, whether any such rule or regulation would impose any unreasonable burdens on such brokers or dealers or unreasonably impair the maintenance of fair and orderly markets.

Legislative History

Notes & Related Subsidiaries

Editorial Notes

Amendments

1996—Subsec. (b)(1). Pub. L. 104–290 inserted “and capital structure” after “portfolio”.

Reference

Citations & Metadata

Citation

15 U.S.C. § 80a–63

Title 15Commerce and Trade

Last Updated

Apr 6, 2026

Release point: 119-73