Laws & RegulationsQuestion 98 of 110

The 'de minimis' exemption from state investment adviser registration generally applies when an adviser:

a.Has no place of business in the state and had no more than five retail clients there in the prior 12 months
b.Manages more than $110 million in assets
c.Has an office in every state where it advertises
d.Charges only performance-based fees

Explanation

Under the de minimis standard, an adviser with no place of business in a state need not register there if it had five or fewer retail clients in that state during the preceding 12 months. Establishing an office in the state removes the exemption. This rule avoids burdening advisers with only incidental contacts in a state.

Law Reference: Uniform Securities Act

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