Under USA exemptions, which of the following client categories would qualify an adviser with no place of business in the state for exemption?

• A. Broker Dealers registered under the act
• B. Institutional investors
• C. Existing clients not resident in the state
• D. All of the above

Answer: (D)

The key idea is that many states exempt an investment adviser from registration if the adviser has no place of business in the state and only serves certain types of clients that are not in-state or are considered highly sophisticated. If the adviser’s in-state clientele are limited to categories that the statute treats as exempt, the adviser can qualify for the exemption even without a local office.

Broker-dealers registered under the act are considered regulated, sophisticated counterparties, so dealing with them in-state falls under the exemption. Institutional investors are another group that states often allow to be served by advisers without requiring state registration, given their size and sophistication. Finally, existing clients who are not residents of the state are outside the state’s in-person regulatory reach, so serving them does not trigger registration there.

Since each of these client categories aligns with the typical in-state exemption criteria, an adviser with no place of business in the state would qualify for the exemption under USA rules.