Arkansas Administrative Code

23 CAR § 358-1413. Approval by commission required for all issues or transfers by a holding company of its securities. (a) No holding company shall issue or transfer any security of which it or its controlled affiliate is the issuer without the prior approval of the Arkansas Raci…

23 CAR § 358-1414. Commission approval required for dispositions of outstanding securities issued by holding companies. (a) No person other than the issuer shall sell, assign, transfer, pledge, or make any other disposition of any security issued by any holding company without th…

23 CAR § 358-1415. Licensing of general partners and limited partners of limited partnership holding companies. (a)(1) Except as otherwise provided in this section, each general partner of a limited partnership holding company must be licensed. (2) Each limited partner of a limit…

23 CAR § 358-1416. Certain payees required to be found suitable, licensed, or approved. The Arkansas Racing Commission may require any person who receives payments from a limited partnership holding company computed on the basis of the earnings or profits of the holding company o…

23 CAR § 358-1417. Delayed licensing for limited partners. Pursuant to the provisions of this subpart, the Arkansas Racing Commission may waive licensing of limited partners and, in lieu thereof, grant approval of delayed licensing for any limited partner.

23 CAR § 358-1418. Eligibility for delayed licensing. (a) A limited partnership that has filed an application to be registered with the Arkansas Racing Commission may file an application for approval of delayed licensing of its limited partners. (b)(1) Only limited partners whose…

23 CAR § 358-1419. Application for delayed licensing by individual limited partners. (a) Once a limited partnership has been found eligible for delayed licensing pursuant to this part, each limited partner seeking delayed licensing shall file an application for delayed licensing …

23 CAR § 358-1420. Procedure for consideration of application for delayed licensing. (a) Any application for delayed licensing, whether by the limited partnership pursuant to this part, or by an individual limited partner pursuant to this part, shall be made to the Arkansas Racin…

23 CAR § 358-1421. Information to be provided by applicant for delayed licensing. In addition to filing a completed personal history record and personal financial questionnaire, along with all required releases and fingerprint cards, each limited partner applying for approval of …

23 CAR § 358-1422. Effect of the commission’s ruling on a limited partnership’s application for delayed licensing. If the Arkansas Racing Commission rules that a limited partnership is eligible for delayed licensing of its limited partners, the commission shall direct the commiss…

23 CAR § 358-1423. Standards. (a) The Arkansas Racing Commission shall consider all relevant material facts in determining whether to grant an approval of delayed licensing to a limited partnership, and thereafter to a limited partner, as permitted by this subpart. (b) The commis…

23 CAR § 358-1424. Postapproval monitoring after approval of delayed licensing. (a) The partnership agreement of a limited partnership that seeks delayed licensing must contain language to the effect that the licensing of any limited partner granted delayed licensing may be activ…

23 CAR § 358-1425. Powers of the commission after delayed licensing approval. The Arkansas Racing Commission may exercise, without limitation, any of the following powers: (1) After the granting of delayed licensing to a limited partner, the commission may activate the licensing …

23 CAR § 358-1426. Nontransferability of delayed licensing approval. (a) Delayed licensing approval shall be personal to the limited partnership or limited partner granted delayed licensing. (b) A limited partnership interest that is held under delayed licensing may not be transf…

23 CAR § 358-1427. Exclusion of public limited partnerships. This subpart shall not apply to the limited partnership interest or securities of, nor other interest in, any limited partnership holding company that has been permitted to comply with the regulations governing public l…

23 CAR § 358-1428. Waiver of requirement of rule. The Arkansas Racing Commission may waive one or more requirements of this part if it makes a written finding that such waiver is consistent with state policy.

23 CAR § 358-1501. Definitions. As used in in this subpart: (1) “Articles of organization” means the articles of organization filed with the Secretary of State for the purpose of forming a limited liability company pursuant to Title 4, Chapter 32 of the Arkansas Code; (2) “Capita…

23 CAR § 358-1502. Powers of commission. (a) The Arkansas Racing Commission shall have full and absolute power and authority, to the extent permitted by law, to recommend the granting, denial, limitation, conditioning, restriction, revocation, or delay of any license, registratio…

23 CAR § 358-1503. Burden of proof. (a) The burden of proof with respect to the granting of any approval required or permitted by this part is at all times upon the person applying for such approval. (b) Each applicant shall satisfy the Arkansas Racing Commission, as the case may…

23 CAR § 358-1504. Ownership of limited liability company licensees. Except as otherwise provided by law, no person shall acquire any interest in or equity security issued by a limited liability company licensee or a holding company, become a controlling affiliate of a limited li…

23 CAR § 358-1505. Registration of certain members of limited liability companies. (a)(1) All members with a five percent (5%) or less ownership interest in a limited liability company licensee must register in that capacity with the Arkansas Racing Commission and affirmatively s…

23 CAR § 358-1506. Institutional investor. (a)(1) An institutional investor that intends to become subject to 23 CAR §§ 358-1504 and 358-1515 as a result of its ownership of an interest in or equity security issued by a limited liability company licensee or a holding company, may…

23 CAR § 358-1507. Required provisions in articles of organization. The following provisions must be included in the articles of organization of every limited liability company that receives a state casino license: (1) A purpose clause containing language substantially as follows…

23 CAR § 358-1508. Public offerings by limited liability company licensees and holding companies. No limited liability company licensee and no holding company shall make a public offering of interests or securities of a limited liability company licensee or of a holding company e…

23 CAR § 358-1509. Assignment of interest in a security. The purported sale, assignment, transfer, pledge, or exercise of an option to purchase, including any transfer, whether or not for value, of any interest in the profits or proceeds realized from the holding or disposition o…

23 CAR § 358-1510. Procedure for obtaining approval for transfer of interests. The provisions of this part shall govern all transfers for which approval is required.

23 CAR § 358-1511. Persons who may be determined to be unsuitable. (a) If at any time the Arkansas Racing Commission finds that an individual owner of any such interest is unsuitable to hold that interest, the commission shall immediately notify the limited liability company of t…

23 CAR § 358-1512. Limited liability company noncompliance. (a) Whenever the Arkansas Racing Commission determines that the public interest will be served by requiring any or all of the limited liability company’s lenders, holders of evidences of indebtedness, underwriters, key e…

23 CAR § 358-1513. Approval by commission required for all issues or transfers by a holding company of its securities. (a) No holding company shall issue or transfer any security or member’s interest of which it or its controlled affiliate is the issuer without the prior approval…

23 CAR § 358-1514. Commission approval required for dispositions of outstanding securities issued by holding companies. (a) No person other than the issuer shall sell, assign, transfer, pledge, or make any other disposition of any interest in or security issued by any holding com…

23 CAR § 358-1515. Licensing of managers and members of limited liability company holding companies. (a)(1) Except as otherwise provided in this section, each manager of a limited liability company holding company must be licensed. (2) Each member of a limited liability company h…

23 CAR § 358-1516. Certain payees required to be found suitable, licensed, or approved. The Arkansas Racing Commission may require any person who receives payments from a limited liability company holding company computed on the basis of earnings or profits of the holding company…

23 CAR § 358-1517. Delayed licensing for members. Pursuant to the provisions of this part, the Arkansas Racing Commission may waive licensing of members and, in lieu thereof, grant approval of delayed licensing for any member.

23 CAR § 358-1518. Eligibility for delayed licensing. (a) A limited liability company that has filed an application to be registered with the Arkansas Racing Commission may file an application for approval of delayed licensing of its members. (b)(1) Only members whose aggregate e…

23 CAR § 358-1519. Application for delayed licensing by individual members. (a) Once a limited liability company has been held eligible for delayed licensing pursuant to this part, each member seeking delayed licensing shall file an application for delayed licensing pursuant to t…

23 CAR § 358-1520. Procedure for consideration of application for delayed licensing. (a) Any application for delayed licensing, whether by the limited liability company pursuant to this part, or by any individual member pursuant to this part, shall be made to the Arkansas Racing …

23 CAR § 358-1521. Information to be provided by applicant for delayed licensing. In addition to filing a completed personal history record and personal financial questionnaire, along with all required releases and fingerprint cards, each member applying for approval of delayed l…

23 CAR § 358-1522. Effect of the Arkansas Racing Commission ruling on a limited liability company’s application for delayed licensing. If the Arkansas Racing Commission rules that a limited liability company is eligible for delayed licensing of its members, the commission shall d…

23 CAR § 358-1523. Standards. (a) The Arkansas Racing Commission shall consider all relevant material facts in determining whether to grant an approval of delayed licensing to a limited liability company, and thereafter to a member, as permitted by this subpart. (b) The commissio…

23 CAR § 358-1524. Powers of the commission after delayed licensing approval. (a) The Arkansas Racing Commission may exercise, without limitation, any of the following powers. (b) After the granting of delayed licensing to a member, the commission may at any time activate the lic…

23 CAR § 358-1525. Non-transferability of delayed licensing approval. (a) Delayed licensing approval shall be personal to the limited liability company or member granted delayed licensing. (b) An interest in a limited liability company that is held under delayed licensing may not…

23 CAR § 358-1526. Exclusion of public limited liability companies. This subpart shall not apply to an interest in a limited liability company or securities of, nor other interest in, any limited liability company holding company that has been permitted to comply with public limi…

23 CAR § 358-1527. Waiver of requirement of rule. The Arkansas Racing Commission may waive one (1) or more requirements of this subpart if it makes a written finding that such waiver is consistent with state policy.

23 CAR § 358-1601. Definitions. As used in this subpart: (1) “Private investment company” means any privately held legal entity except a natural person which holds or applies for a license, or owns, directly or indirectly, a beneficial interest in any corporation, firm, partnersh…

23 CAR § 358-1602. Powers of commission. (a) The Arkansas Racing Commission shall have full and absolute power and authority, to the extent permitted by law, to recommend the granting, denial, limitation, conditioning, restriction, revocation, or delay of any license, registratio…

23 CAR § 358-1603. Burden of proof. (a) The burden of proof with respect to the granting of any approval required or permitted by this subpart is at all times upon the person applying for such approval. (b) Each applicant shall satisfy the Arkansas Racing Commission, as the case …

23 CAR § 358-1604. Exemptions from certain requirements. (a) Except as otherwise set forth herein, private investment companies are exempt from the requirements of this part. (b) However, the legal entities that own the voting securities of the private investment company shall be…

23 CAR § 358-1605. Private investment companies owning or controlling applicant or licensee — Duties and power of commission to investigate. (a) If a corporation, partnership, limited partnership, limited liability company, or other business organization applying for or holding a…

23 CAR § 358-1606. Individual licensing of key executives and employees — Removal from position if found unsuitable or if license is denied or revoked — Suspension of suitability by commission. (a)(1) Each key executive and employee of a private investment company whom the Arkans…

23 CAR § 358-1607. Suitability of persons acquiring beneficial or record ownership of any economic security or debt security in private investment company — Report of acquisition — Application — Penalty. (a) Each person who acquires beneficial ownership or record ownership of any…