§  24.720   Definitions.

   (a) Scope. The definitions in this section apply to § § 24.709 through
   24.717, unless otherwise specified in those sections.

   (b) Small and very small business. (1) A small business is an entity
   that, together with its affiliates and persons or entities that hold
   interest in such entity and their affiliates , has average annual gross
   revenues that are not more than $40 million for the preceding three
   years.

   (2) A very small business is an entity that, together with its
   affiliates and persons or entities that hold interests in such entity
   and their affiliates, has average annual gross revenues that are not
   more than $15 million for the preceding three years.

   (c) Institutional Investor. An institutional investor is an insurance
   company, a bank holding stock in trust accounts through its trust
   department, or an investment company as defined in 15 U.S.C. 80a–3(a),
   including within such definition any entity that would otherwise meet
   the definition of investment company under 15 U.S.C. 80a–3(a) but is
   excluded by the exemptions set forth in 15 U.S.C. 80a–3(b) and (c),
   without regard to whether such entity is an issuer of securities;
   provided that, if such investment company is owned, in whole or in
   part, by other entities, such investment company, such other entities
   and the affiliates of such other entities, taken as a whole, must be
   primarily engaged in the business of investing, reinvesting or trading
   in securities or in distributing or providing investment management
   services for securities.

   (d) Nonattributable Equity. (1) Nonattributable equity shall mean:

   (i) For corporations, voting stock or non-voting stock that includes no
   more than twenty-five percent of the total voting equity, including the
   right to vote such stock through a voting trust or other arrangement;

   (ii) For partnerships, joint ventures and other non-corporate entities,
   limited partnership interests and similar interests that do not afford
   the power to exercise control of the entity.

   (2) For purposes of assessing compliance with the equity limits in
   § § 24.709 (b)(1)(iii)(A) and (b)(1)(iv)(A), where such interests are not
   held directly in the applicant, the total equity held by a person or
   entity shall be determined by successive multiplication of the
   ownership percentages for each link in the vertical ownership chain.

   (e) Control Group. A control group is an entity, or a group of
   individuals or entities, that possesses de jure control and de facto
   control of an applicant or licensee, and as to which the applicant's or
   licensee's charters, bylaws, agreements and any other relevant
   documents (and amendments thereto) provide:

   (1) That the entity and/or its members own unconditionally at least
   50.1 percent of the total voting interests of a corporation;

   (2) That the entity and/or its members receive at least 50.1 percent of
   the annual distribution or any dividends paid on the voting stock of a
   corporation;

   (3) That, in the event of dissolution or liquidation of a corporation,
   the entity and/or its members are entitled to receive 100 percent of
   the value of each share of stock in its possession and a percentage of
   the retained earnings of the concern that is equivalent to the amount
   of equity held in the corporation; and

   (4) That, for other types of businesses, the entity and/or its members
   have the right to receive dividends, profits and regular and
   liquidating distributions from the business in proportion to the amount
   of equity held in the business.

   Note to paragraph(e): Voting control does not always assure de facto
   control, such as for example, when the voting stock of the control
   group is widely dispersed (see e.g., § 1.2110(c)(5)(ii)(C) of this
   chapter).

   (f) Publicly Traded Corporation with Widely Dispersed Voting Power. A
   publicly traded corporation with widely dispersed voting power is a
   business entity organized under the laws of the United States:

   (1) Whose shares, debt, or other ownership interests are traded on an
   organized securities exchange within the United States;

   (2) In which no person:

   (i) Owns more than 15 percent of the equity; or

   (ii) Possesses, directly or indirectly, through the ownership of voting
   securities, by contract or otherwise, the power to control the election
   of more than 15 percent of the members of the board of directors or
   other governing body of such publicly traded corporation; and

   (3) Over which no person other than the management and members of the
   board of directors or other governing body of such publicly traded
   corporation, in their capacities as such, has de facto control.

   (4) The term person shall be defined as in section 13(d) of the
   Securities and Exchange Act of 1934, as amended (15 U.S.C. 78(m)), and
   shall also include investors that are commonly controlled under the
   indicia of control set forth in the definition of affiliate in
   § 1.2110(c)(5) of the Commission's rules.

   (g) Qualifying investor . (1) A qualifying investor is a person who is
   (or holds an interest in) a member of the applicant's (or licensee's)
   control group and whose gross revenues and total assets, when
   aggregated with those of all other attributable investors and
   affiliates, do not exceed the gross revenues and total assets limits
   specified in § 24.709(a), or, in the case of an applicant (or licensee)
   that is a small business, do not exceed the gross revenues limit
   specified in paragraph (b) of this section.

   (2) For purposes of assessing compliance with the minimum equity
   requirements of § 24.709(b)(1)(v) and (b)(1)(vi), where such equity
   interests are not held directly in the applicant, interests held by
   qualifying investors shall be determined by successive multiplication
   of the ownership percentages for each link in the vertical ownership
   chain.

   (3) For purposes of § 24.709(b)(1)(v)(A)(3) and (b)(1)(vi)(A)(3), a
   qualifying investor is a person who is (or holds an interest in) a
   member of the applicant's (or licensee's) control group and whose gross
   revenues and total assets do not exceed the gross revenues and total
   assets limits specified in § 24.709(a).

   (h) Preexisting entity; Existing investor. A preexisting entity is an
   entity that was operating and earning revenues for at least two years
   prior to December 31, 1994. An existing investor is a person or entity
   that was an owner of record of a preexisting entity's equity as of
   November 10, 1994, and any person or entity acquiring de minimis equity
   holdings in a preexisting entity after that date.

   Note to paragraph(h): In applying the term existing investor to de
   minimis interests in preexisting entities obtained or increased after
   November 10, 1994, the Commission will scrutinize any significant
   restructuring of the preexisting entity that occurs after that date and
   will presume that any change of equity that is five percent or less of
   the preexisting entity's total equity is de minimis. The burden is on
   the applicant (or licensee) to demonstrate that changes that exceed
   five percent are not significant.

   [ 67 FR 45372 , July 9, 2002, as amended at  68 FR 42999 , July 21, 2003;
    68 FR 57829 , Oct. 7, 2003]

Subpart I—Interim Application, Licensing, and Processing Rules for Broadband
PCS

   Source:    59 FR 37610 , July 22, 1994, unless otherwise noted.