Overview

Does maintaining a place of business in the state trigger a notice filing (regardless of number of clients)?

Yes.
70 PA. CONS. STAT. § 1-303(a)(iii)(A)(2017)

"Principal office and place of business" means “an investment adviser means the executive office of the investment adviser from which the officers, partners, or managers of the investment adviser direct, control, and coordinate the activities of the investment adviser.”

70 PA. CONS. STAT. §1-303.012(e) following 17 CFR 275.203A-3(c)

What is the maximum number of clients adviser can have in the state without triggering a notice filing?

5
70 PA. CONS. STAT § 1-303(a)(iii)(B)(2017)

What sorts of clients are not counted for purposes of determining whether to notice file?

Other investment advisers, federally covered advisers, broker dealers or institutional investors.

70 PA. CONS. STAT § 1-303(a)(iii)(B)(2017).

“Institutional investor” means “any bank, insurance company, pension or profit sharing plan or trust (except a municipal pension plan or system), investment company, as defined in the Investment Company Act of 1940, or any person, other than an individual, which controls any of the foregoing, the Federal Government, State or any agency or political subdivision thereof, except public school districts of Pennsylvania, or any other person so designated by regulation of the department.”

70 PA. CONS. STAT § 1-102(k)(2017)


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