(a) If a broker-dealer is formed or proposed
to be formed to succeed to, and continue the business of, a broker-dealer
registered under section 301 of the act (
70 P.S. §
1-301) and as a broker or dealer under
section 15(b) of the Securities Exchange Act of 1934 (15 U.S.C.A. §
77o(b)) (successor
broker-dealer), and the decision is for either of the following reasons:
(1) Based solely on a change in the
predecessor's date or state of incorporation, form of organization or
composition of a partnership, the successor broker-dealer shall comply with the
requirements of Rule 15b1-3(a) promulgated under the Securities Exchange Act of
1934 (15 U.S.C.A.
§§
78a-
78qq), except that
the successor broker-dealer shall file the amendments to Form BD with the
Department.
(2) For reasons other
than a change in the predecessor's date or state of incorporation, form of
organization or composition of a partnership, the successor broker-dealer shall
comply with the requirements of Rule 15b1-3(b) promulgated under the Securities
Exchange Act of 1934, except that the successor shall file Form BD with the
Department.
(b) If an
investment adviser is formed or proposed to be formed to succeed to, and
continue the business of, an investment adviser registered under section 301 of
the act (successor investment adviser), and the decision is for either of the
following reasons:
(1) Based solely on a
change in the predecessor's date or state of incorporation, form of
organization or composition of a partnership, the successor investment adviser
shall:
(i) File an initial application for
registration by amending Form ADV of the predecessor.
(ii) Succeed to the unexpired part of the
predecessor's term of registration under section 303(b) of the act
(70 P.S. §
1-303(b)).
(2) For reasons other than a change in the
predecessor's date or state of incorporation, form of organization or
composition of a partnership, the successor investment adviser shall:
(i) File Form ADV with the
Department.
(ii) Succeed to the
unexpired part of the predecessor's term of registration, after registration
under section 303(b) of the act.
(c) If a Federally covered adviser is formed
or proposed to be formed to succeed to, and continue the business of, a
registered investment adviser or of another Federally covered adviser, the
successor Federally covered adviser shall:
(1)
File with the Department either Form ADV or an amendment to Form ADV as
required under Securities and Exchange Commission Release No. IA-1357 (December
28, 1992) and under section 303(b) of the act.
(2) Succeed to the unexpired part of the
predecessor's notice period.
