Pursuant to Miss. Code Ann. Section 75-71-102(15), "investment adviser" means a person that, for compensation, engages in the business of advising others, either directly or through publications or writings, as to the value of securities or the advisability of investing in, purchasing, or selling securities or that, for compensation and as a part of a regular business, issues or promulgates analyses or reports concerning securities. The term includes a financial planner or other person that, as an integral component of other financially related services, provides investment advice to others for compensation as part of a business or that holds itself out as providing investment advice to others for compensation.
For additional guidance on who is an investment adviser see Who is an Investment Adviser? from the SEC’s website.
Investment adviser registration is required pursuant to Miss. Code Ann. Section 75-71-403(a). It is unlawful for a person to transact business in this state as an investment adviser unless the person is registered under the Mississippi Securities Act as an investment adviser or is exempt from registration as an investment adviser.
The term “investment adviser” does not include:
- An investment adviser representative;
- A lawyer, accountant, engineer, or teacher whose performance of investment advice is solely incidental to the practice of the person's profession;
- A broker-dealer or its agents whose performance of investment advice is solely incidental to the conduct of business as a broker-dealer and that does not receive special compensation for the investment advice;
- A publisher of a bona fide newspaper, news magazine, or business or financial publication of general and regular circulation;
- A federal covered investment adviser;
- A bank or savings institution;
- Any other person that is excluded by the Investment Advisers Act of 1940 from the definition of investment adviser; or
- Any other person excluded by rule adopted or order issued under the Mississippi Securities Act.
Pursuant to Miss. Code Ann. Section 75-71-403(b), the following persons are exempt from registration as an investment adviser:
- A person without a place of business in this state that is registered under the securities act of the state in which the person has its principal place of business if its only clients in this state are:
- Federal covered investment advisers, investment advisers registered under the Mississippi Securities Act, or broker-dealers registered under the Mississippi Securities Act;
- Institutional investors;
- Bona fide preexisting clients whose principal places of residence are not in this state if the investment adviser is registered under the securities act of the state in which the clients maintain principal places of residence; or
- Any other client exempted by rule adopted or order issued under the Mississippi Securities Act;
- A person without a place of business in this state if the person has had, during the preceding twelve (12) months, not more than five (5) clients that are resident in this state in addition to those specified under paragraph (1); or
- Any other person exempted by rule adopted or order issued under the Mississippi Securities Act.