Michigan Administrative Code › Department - Treasury › Michigan Gaming Control Board › Fantasy Contest Rules › Part 2 - LICENSING › Section R. 432.521d - Exemption for institutional investors

Current through Vol. 24-12, July 15, 2024
Rule 521d.
(1) An
				  institutional investor who acquires beneficial ownership of a licensee or
				  applicant must notify the board within 14 days after the institutional investor
				  acquires the beneficial ownership or files form 13-D or 13-G with the U.S.
				  Securities and Exchange Commission, or both. The institutional investor must
				  provide additional information and may be subject to a finding of suitability,
				  as required by the board.
(2) An
				  institutional investor who acquires and holds for investment purposes only less
				  than 25% interest in a licensee or applicant may, in a manner and form
				  prescribed by the board, file with the board an exemption form to establish
				  exemption from the eligibility and suitability requirements of the act and
				  these rules.
(3) The licensee or
				  applicant in whom the institutional investor acquires the interest must file an
				  application for approval of the transfer pursuant to the requirements of
				  R 432.521e, if applicable. The
				  institutional investor must file either an exemption form, if the institutional
				  investor holds the interest for investment purposes only, or application and
				  disclosure forms as part of the relevant licensee's license or the relevant
				  applicant's application, if the institutional investor does not hold the
				  interest for investment purposes only.
(4) The board may require that any person,
				  including an institutional investor, seeking approval to hold ownership
				  interests subject to this part apply for a finding of suitability in accordance
				  with this rule if the board deems the finding of suitability necessary to
				  ensure compliance with the act and these rules. If the board denies a request
				  for an institutional investor exemption, the institutional investor must,
				  within 30 days, either divest itself of the interest or file application and
				  disclosure forms as part of the relevant licensee's license or the relevant
				  applicant's application.
(5) The
				  following activities are considered to be consistent with holding equity
				  securities for investment purposes only under this rule:
(a) Voting, directly or indirectly, through
				  the delivery of a proxy furnished by the board of directors, on all matters
				  voted on by the holders of the voting securities.
(b) Serving as a member of a committee of
				  creditors or security holders formed in connection with a debt
				  restructuring.
(c) Nominating a
				  candidate for election or appointment to the board of directors in connection
				  with a debt restructuring.
(d)
				  Accepting appointment or election as a member of the board of directors in
				  connection with a debt restructuring and serving in that capacity until the
				  conclusion of the board member's term.
(e) Making financial and other inquiries of
				  management of the type normally made by securities analysts for information
				  purposes and not to cause a change in its management, policies, or
				  operations.
(f) Other activities
				  that the board determines to be consistent with the investment
				  intent.