Florida Senate - 2026                        COMMITTEE AMENDMENT
       Bill No. SB 540
       
       
       
       
       
       
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                              LEGISLATIVE ACTION                        
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       The Committee on Banking and Insurance (Martin) recommended the
       following:
       
    1         Senate Substitute for Amendment (465000) (with title
    2  amendment)
    3  
    4         Delete lines 425 - 879
    5  and insert:
    6  Commission Rule 202(a)(11)(G)-1(b) under the Investment Advisers
    7  Act of 1940, 17 C.F.R. s. 275.202(a)(11)(G)-1(b), as amended. In
    8  determining whether a person meets the definition of a family
    9  office under this subparagraph, the terms “affiliated family
   10  office,” “control,” “executive officer,” “family client,”
   11  “family entity,” “family member,” “former family member,” “key
   12  employee,” and “spousal equivalent” have the same meaning as in
   13  Securities and Exchange Commission Rule 202(a)(11)(G)-1(d), 17
   14  C.F.R. s. 275.202(a)(11)(G)-1(d).
   15         (28) “Place of business” of an investment adviser means an
   16  office at which the investment adviser regularly provides
   17  investment advisory services to, solicits, meets with, or
   18  otherwise communicates with clients; and any other location that
   19  is held out to the general public as a location at which the
   20  investment adviser provides investment advisory services to,
   21  solicits, meets with, or otherwise communicates with clients.
   22         Section 4. Paragraph (i) of subsection (9) of section
   23  517.061, Florida Statutes, is amended to read:
   24         517.061 Exempt transactions.—Except as otherwise provided
   25  in subsection (11), the exemptions provided herein from the
   26  registration requirements of s. 517.07 are self-executing and do
   27  not require any filing with the office before being claimed. Any
   28  person who claims entitlement to an exemption under this section
   29  bears the burden of proving such entitlement in any proceeding
   30  brought under this chapter. The registration provisions of s.
   31  517.07 do not apply to any of the following transactions;
   32  however, such transactions are subject to s. 517.301:
   33         (9) The offer or sale of securities to:
   34         (i) A family office as defined in Securities and Exchange
   35  Commission Rule 202(a)(11)(G)-1(b) 202(a)(11)(G)-1 under the
   36  Investment Advisers Act of 1940, 17 C.F.R. s. 275.202(a)(11)(G)
   37  1(b) s. 275.202(a)(11)(G)-1, as amended, provided that:
   38         1. The family office has assets under management in excess
   39  of $5 million;
   40         2. The family office is not formed for the specific purpose
   41  of acquiring the securities offered; and
   42         3. The prospective investment of the family office is
   43  directed by a person who has knowledge and experience in
   44  financial and business matters that the family office is capable
   45  of evaluating the merits and risks of the prospective
   46  investment.
   47  
   48  In determining whether a person meets the definition of a family
   49  office under this paragraph, the terms “affiliated family
   50  office,” “control,” “executive officer,” “family client,”
   51  “family entity,” “family member,” “former family member,” “key
   52  employee,” and “spousal equivalent” have the same meaning as in
   53  Securities and Exchange Commission Rule 202(a)(11)(G)-1(d), 17
   54  C.F.R. s. 275.202(a)(11)(G)-1(d).
   55  
   56  ================= T I T L E  A M E N D M E N T ================
   57  And the title is amended as follows:
   58         Delete lines 32 - 49
   59  and insert:
   60         adviser” and defining terms; amending s. 517.061,
   61         F.S.; defining terms;