15 U.S.C. § 687l | Issuance and guarantee of trust certificates

(a)

Issuance; debentures or participating securities composing trust or pool

section 683(g) of this titleProvidedThe Administration is authorized to issue trust certificates representing ownership of all or a fractional part of debentures issued by small business investment companies and guaranteed by the Administration under this chapter, or participating securities which are issued by such companies and purchased and guaranteed pursuant to : , That such trust certificates shall be based on and backed by a trust or pool approved by the Administration and composed solely of guaranteed debentures or guaranteed participating securities.

(b)

Terms and conditions of guarantee; payment of principal and interest

The Administration is authorized, upon such terms and conditions as are deemed appropriate, to guarantee the timely payment of the principal of and interest on trust certificates issued by the Administration or its agent for purposes of this section. Such guarantee shall be limited to the extent of principal and interest on the guaranteed debentures or the redemption price of and priority payments on the participating securities, which compose the trust or pool. In the event that a debenture in such trust or pool is prepaid, or participating securities are redeemed, either voluntarily or involuntarily, or in the event of default of a debenture or voluntary or involuntary redemption of a participating security, the guarantee of timely payment of principal and interest on the trust certificates shall be reduced in proportion to the amount of principal and interest such prepaid debenture or redeemed participating security and priority payments represent in the trust or pool. Interest on prepaid or defaulted debentures, or priority payments on participating securities, shall accrue and be guaranteed by the Administration only through the date of payment on the guarantee. During the term of the trust certificate, it may be called for redemption due to prepayment or default of all debentures or redemption, whether voluntary or involuntary, of all participating securities residing in the pool.

(c)

Full faith and credit of United States

The full faith and credit of the United States is pledged to the payment of all amounts which may be required to be paid under any guarantee of such trust certificates issued by the Administration or its agent pursuant to this section.

(d)

Collection of fees

ProvidedThe Administration shall not collect a fee for any guarantee under this section: , That nothing herein shall preclude any agent of the Administration from collecting a fee approved by the Administration for the functions described in subsection (f)(2) of this section.

(e)

Subrogation rights; ownership rights in debentures or participating securities

(1)

In the event the Administration pays a claim under a guarantee issued under this section, it shall be subrogated fully to the rights satisfied by such payment.

(2)

No State or local law, and no Federal law, shall preclude or limit the exercise by the Administration of its ownership rights in the debentures or participating securities residing in a trust or pool against which trust certificates are issued.

(f)

Central registration requirements; regulation of brokers and dealers

(1)

The Administration shall provide for a central registration of all trust certificates sold pursuant to this section.

(2)

The Administrator shall contract with an agent or agents to carry out on behalf of the Administration the pooling and the central registration functions of this section including, notwithstanding any other provision of law, maintenance on behalf of and under the direction of the Administration, such commercial bank accounts or investments in obligations of the United States as may be necessary to facilitate trusts or pools backed by debentures or participating securities guaranteed under this chapter, and the issuance of trust certificates to facilitate such poolings. Such agent or agents shall provide a fidelity bond or insurance in such amounts as the Administration determines to be necessary to fully protect the interests of the Government.

(3)

Prior to any sale, the Administrator shall require the seller to disclose to a purchaser of a trust certificate issued pursuant to this section, information on the terms, conditions, and yield of such instrument.

(4)

The Administrator is authorized to regulate brokers and dealers in trust certificates sold pursuant to this section.

(5)

Nothing in this subsection shall prohibit the use of a book-entry or other electronic form of registration for trust certificates.

Pub. L. 85–699, title III, § 319 Pub. L. 99–272, title XVIII, § 18005(a)Apr. 7, 1986100 Stat. 364 Pub. L. 101–162, title VNov. 21, 1989103 Stat. 1028 Pub. L. 102–366, title IV, § 404Sept. 4, 1992106 Stat. 1013 Pub. L. 104–208, div. D, title IISept. 30, 1996110 Stat. 3009–738(, formerly § 321, as added , , ; amended , (5), , ; , , ; renumbered § 319 and amended , §§ 205(b), 208(h)(1)(E), (F), , , 3009–747.)

Editorial Notes

References in Text

section 661 of this titleFor definition of “this chapter”, referred to in subsecs. (a) and (f)(2), see References in Text note set out under .

Prior Provisions

section 319 of Pub. L. 85–699 section 80a–18 of this titleA prior , which amended , was renumbered section 317.

Amendments

Pub. L. 104–208, § 208(h)(1)(F)(i)section 681(d) of this title1996—Subsec. (a). , struck out “, including companies operating under the authority of ,” after “investment companies”.

Pub. L. 104–208, § 205(b)(1)Subsec. (f)(1). , struck out at end “Such central registration shall include with respect to each sale—

“(A) identification of each small business investment company;

“(B) the interest rate or prioritized payment rate paid by the small business investment company;

“(C) commissions, fees, or discounts paid to brokers and dealers in trust certificates;

“(D) identification of each purchaser of the trust certificate;

“(E) the price paid by the purchaser for the trust certificate;

“(F) the interest rate on the trust certificate;

“(G) the fee of any agent for carrying out the functions described in paragraph (2); and

“(H) such other information as the Administration deems appropriate.”

Pub. L. 104–208, § 208(h)(1)(F)(ii)Subsec. (f)(2). , inserted “or investments in obligations of the United States” after “accounts”.

Pub. L. 104–208, § 205(b)(2)Subsec. (f)(5). , added par. (5).

Pub. L. 102–3661992— amended section generally, in subsec. (a) authorizing issuance of trust certificates representing ownership of participating securities, in subsec. (b) inserting provisions authorizing Administration to guarantee payment of redemption price of and priority payments on participating securities, in subsec. (e)(2) including participating securities within prohibition against preclusion or limitation of Administration’s ownership rights, and in subsec. (f) in par. (1) substituting provisions relating to small business investment company for provisions relating to development company and requiring prioritized payment rate to be included in central registration requirements, and in par. (2) inserting provisions relating to participating securities, contracts to carry out pooling, and maintenance of commercial bank accounts.

Pub. L. 101–162 section 681(d) of this title1989—Subsec. (a). inserted “, including companies operating under the authority of ,” after “investment companies”.

Statutory Notes and Related Subsidiaries

Effective Date of 1996 Amendment

section 205 of Pub. L. 104–208Oct. 1, 1996section 3 of Pub. L. 104–208 section 633 of this titleAmendment by effective , see , set out as a note under .

section 208 of Pub. L. 104–208Sept. 30, 1996section 208(j) of Pub. L. 104–208 section 634 of this titleAmendment by effective , see , set out as a note under .

Regulations

Pub. L. 99–272, title XVIII, § 18005(b)Apr. 7, 1986100 Stat. 365

“(1)

Apr. 7, 198615 U.S.C. 687l Notwithstanding any law, rule, or regulation, within 60 days after the date of the enactment of this Act [], the Small Business Administration shall develop and promulgate final rules and regulations to implement the central registration provisions provided for in section 321(f)(1) of the Small Business Investment Act [(f)(1)], and shall contract with an agent for an initial period of not to exceed two years to carry out the functions provided for in sections 321(f)(2) and 321(f)(3) of such Act.

“(2)

Apr. 7, 198615 U.S.C. 687l Notwithstanding any law, rule, or regulation, within 60 days after the date of the enactment of this Act [], the Small Business Administration also shall consult with representatives of appropriate Federal and State agencies and officials, the securities industry, financial institutions and lenders, and small business persons, and shall develop and promulgate final rules and regulations to implement sections 504 and 505 [section 321; ] of the Small Business Investment Act.”

, , , provided that:

Effect of Small Business Equity Enhancement Act of 1992 on Securities Laws

Pub. L. 102–366 section 418 of Pub. L. 102–366 section 661 of this titleNothing in amendment by to be construed to affect applicability of securities laws or to otherwise supersede or limit jurisdiction of Securities and Exchange Commission, see , set out as a note under .