Securities and Exchange Commission March 10, 2020 – Federal Register Recent Federal Regulation Documents

We are amending the definition of the term ``venture capital fund'' and the private fund adviser exemption under the Investment Advisers Act of 1940 (the ``Advisers Act'') to reflect in our rules exemptions from registration for investment advisers who advise rural business investment companies (``RBICs''). These exemptions were enacted as part of the RBIC Advisers Relief Act of 2018 (the ``RBIC Advisers Relief Act''), which amended Advisers Act sections 203(l) and 203(m), among other provisions. Specifically, the RBIC Advisers Relief Act amended Advisers Act section 203(l), which exempts from investment adviser registration any adviser who solely advises venture capital funds, by stating that RBICs are venture capital funds for purposes of the exemption. Accordingly, we are amending the definition of the term ``venture capital fund'' to include RBICs. The RBIC Advisers Relief Act also amended Advisers Act section 203(m), which exempts from investment adviser registration any adviser who solely advises private funds and has assets under management in the United States of less than $150 million, by excluding RBIC assets from counting towards the $150 million threshold. Accordingly, we are amending the definition of the term ``assets under management'' in the private fund adviser exemption to exclude the assets of RBICs.