Securities Lawyer's Deskbook                          published by The University of Cincinnati College of Law

Rule 3b-11 -- Definitions Relating to Limited Partnership Roll-up Transactions for Purposes of Sections 6(b)(9), 14(h) and 15A(b)(12)-(13)

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1. The term "limited partnership roll-up transaction" does not include a transaction involving only entities that are not "finite-life" as defined in Item 901(b) of Regulation S-K.
   
   
2. The term "limited partnership roll-up transaction" does not include a transaction involving only entities registered under the Investment Company Act of 1940 or any Business Development Company as defined in section 2(a)(48) of that Act .
   
   
3. The term "regularly traded" shall be defined as in Item 901(c)(2)(v)(C) of Regulation S-K .

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