Md. Code Regs. 36.10.02.10

Current through Register Vol. 51, No. 24, December 2, 2024

Section 36.10.02.10 - Principal Entity

A. The application documents shall identify any principal entity of an applicant, and for each:

(1) Describe the principal entity's ownership of the applicant;

(2) Describe the extent of the principal entity's control over the applicant; and

(3) Include information and documents required under Regulations .03 through .07 of this chapter.

B. Principal Entities as Approved Institutional Investors.

(1) A principal entity may request the Commission to waive the requirement of conducting a full background investigation of the principal entity.

(2) The Commission may approve a principal entity's request for a waiver if the principal entity:

(a) Meets one of the definitions of institutional investor in Chapter .01 of this subtitle; and

(b) Satisfactorily completes and submits an institutional investor waiver application as required by the Commission.

(3) A principal entity for which the Commission has approved a waiver request under §B(2) of this regulation is an approved institutional investor.

(4) An institutional investor may maintain an approved waiver as an institutional investor by:

(a) Maintaining an ownership interest in an applicant or licensee; and

(b) Providing the Commission with the statement of ownership percentage it reported to the Securities and Exchange Commission:

(i) Annually, before the last day of April; or

(ii) As otherwise directed by the Commission.

(5) If an approved institutional investor complies with §B(4) of this regulation, the Commission's approval is valid for 5 years from the date of approval, and:

(a) The waiver may apply to one or more applicants or licensees in which the entity is an institutional investor; and

(b) The institutional investor shall submit an institutional waiver application every 5 years from the date of the Commission's last approval.

(6) If an approved institutional investor does not meet the requirements of §B(4) of this regulation with respect to one or more applicants or licensees:

(a) The approved institutional investor shall notify the Commission in writing if the institutional investor's ownership interest falls below 5 percent; and

(b) The Commission may require the institutional investor to submit a new waiver application if the institutional investor acquires an ownership interest of 5 percent or greater in any applicant or licensee.

C. Qualified Principal Entities.

(1) This section does not apply to a principal entity that is an approved institutional investor under §B of this regulation.

(2) If the Commission investigates a principal entity's application for qualification and determines that the principal entity is qualified:

(a) The Commission will recognize the qualification determination for 5 years from the date that the principal entity is found qualified; and

(b) If the same qualified principal entity is identified in a subsequent license application within the same 5-year period, the qualified principal entity is not required to submit a new principal entity disclosure form.

(3) A qualified principal entity shall comply with the continuing obligation requirements described in Regulation .03 of this chapter.

(4) If a qualified principal entity no longer meets a qualification requirement, the Commission may require the principal entity to:

(a) File a new principal entity disclosure form;

(b) Submit to a new background investigation; and

(c) Pay all fees and costs associated with the new principal entity disclosure form and investigation.

Md. Code Regs. 36.10.02.10

Regulation .10 amended effective 49:1 Md. R.16, eff. 1/13/2022; amended effective 50:26 Md. R. 1130, effective 12/12/2023, exp. 6/9/2024 (Emergency); amended effective 51:10 Md. R. 529, eff. 5/27/2024.