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Is it possible for a non-US issuer to register as an investment company under the Investment Company Act?

April 26, 2017ACT COMPANY Investment issuer possible REGISTER

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Is it possible for a non-US issuer to register as an investment company under the Investment Company Act?

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While it is theoretically possible for a non-US issuer to register as an investment company under the Investment Company Act, as a practical matter it is a cumbersome and expensive process with significant ongoing structural, reporting and other obligations as briefly summarised in the answer to the immediately preceding question. Furthermore, Rule 144A is not available for offerings by most registered investment companies. Therefore, a non-US issuer that falls within the technical definition of an investment company under the Investment Company Act, and that is seeking to offer securities in the United States pursuant to Rule 144A, can, as a practical matter, only do so by finding an applicable exemption from registration under the Investment Company Act rather than by registering as an investment company.