1. Notwithstanding the provisions of section 14, and in addition to any other recordkeeping requirement, if an investment adviser is registered or required to be registered under the Investment Advisers Act of 1940 and the investment adviser is primarily engaged in a business other than advising investment advisory clients, a record must be maintained of every securities transaction in which the investment adviser or any advisory representative of the investment adviser has, or by reason of any transaction acquires, any direct or indirect beneficial ownership, unless the transaction is: (a) Effected in any account over which neither the investment adviser nor any advisory representative of the investment adviser has any direct or indirect influence or control; or(b) A direct obligation of the United States.2. The record described in subsection 1:(a) Must include:(1) The title and amount of the security involved;(2) The date and nature of the transaction, including, without limitation, the purchase, sale or other acquisition or disposition;(3) The price at which the transaction was effected; and(4) The name of the broker-dealer or bank with or through whom the transaction was effected; and(b) May contain a statement declaring that the reporting or recording of a transaction described in this section must not be construed as an admission that the investment adviser or advisory representative has any direct or indirect beneficial ownership in the security.3. The transaction described in subsection 1 must be recorded not later than 10 days after the end of the calendar quarter in which the transaction was effected.4. The failure of an investment adviser to record the transaction of an advisory representative of the investment adviser shall not be deemed to be a violation of this section if the investment adviser establishes that the investment adviser instituted adequate procedures and used reasonable diligence to promptly obtain reports of all transactions required to be recorded pursuant to this section.5. As used in this section: (a) "Advisory representative" means: (1) A partner, officer, director or employee of the investment adviser:(I) Who participates in any way in the determination of which recommendation must be made; or(II) Whose functions or duties relate to the determination of which securities are being recommended before the effective dissemination of the recommendations; or(2) Any of the following persons, who obtain information concerning securities recommendations being made by the investment adviser before the effective dissemination of the recommendations or the information concerning the recommendations: (I) A person in a control relationship to the investment adviser;(II) An affiliated person of a controlling person; or(III) An affiliated person of an affiliated person.(b) "Control" means the power to exercise a controlling influence over the management or policies of a company, unless such power is solely the result of an official position with the company. Any person who owns beneficially, either directly or through one or more controlled companies, more than 25 percent of the voting securities of a company shall be presumed to control the company.(c) "Primarily engaged in a business other than advising investment advisory clients" means when, for each of the most recent 3 fiscal years of the investment adviser or for the period of time since organization, whichever is less, the investment adviser derived, on an unconsolidated basis, more than 50 percent of: (1) Its total sales and revenues; and(2) Its income, or loss, before income taxes and extraordinary items, from such other business.Nev. Admin. Code § 90.Sec. 15
Added to NAC by Sec'y of State by R018-21A, eff. 6/2/2023