Invest georgia

Invest georgia

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  13 LC 343705 H. B. 285 - 1 - House Bill 285 By: Representatives Peake of the 141st , Lindsey of the 54th , Williamson of the 115th , Stephens of the 164th , Sheldon of the 104th , and others A BILL TO BE ENTITLED AN ACT To amend Chapter 10 of Title 10 of the Official Code of Georgia Annotated, relating to the1 Seed-Capital Fund, so as to create the Invest Georgia Fund; to provide for legislative2 findings; to provide for definitions; to provide for a fund administrator; to provide for3 reports; to provide for conditions, procedures, and limitations; to provide for the issuance of4 premium tax credits to insurance companies that purchase such credits to offset liability for5 state insurance premiumtaxes; to provide for related matters; to provide for an effective date;6 to repeal conflicting laws; and for other purposes.7 BE IT ENACTED BY THE GENERAL ASSEMBLY OF GEORGIA:8 SECTION 1.9 Chapter 10 of Title 10 of the Official Code of Georgia Annotated, relating to the10 Seed-Capital Fund, is amended by designating Code Sections 10-10-1 through 10-10-7 as11 Article 1.12 SECTION 2.13 Said chapter is further amended by revising Code Section 10-10-1, relating to definitions, as14 follows:15 "10-10-1.16 As used in this chapter article, the term:17 (1) 'Board' means the Board of Regents of the University System of Georgia.18 (2) 'Center' means the Advanced Technology Development Center created by the board19 and acknowledged and empowered to administer the fund by Article III, Section IX,20 Paragraph VI(g) of the Constitution of Georgia.21 (3) 'Enterprise'means a corporation, partnership, limited liability company, or other legal22 entity that has its principal place of business in this state and that is engaged in an23 entrepreneurial business, including, but not limited to, tenants of incubators. For the24 purposes of this chapter article, an enterprise shall not be considered to be engaged in an25
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  13 LC 343705 H. B. 285 - 2 - entrepreneurial business unless it is engaged in innovative work in the areas of26 technology, bioscience, manufacturing, marketing, agriculture, or information related27 ventures that will increase the state's share of domestic or international markets. An28 enterprise engaged primarily in business of a mercantile nature shall not be considered29 engaged in an entrepreneurial business. An enterprise shall be required to be young, as30 determined by the center.31 (4) 'Equity contribution' means:32 (A) Moneys from the fund used to make direct investments by the state in qualified33 securities of enterprises; and34 (B) The capital of an investment entity contributed by the fund, as created in Code35 Section 10-10-3, and contributed by other investors, which capital shall be used by the36 investment entity to make investments in qualified securities of one or more enterprises37 as provided by this chapter article and to pay the expenses of the investment entity but38 shall not include any current or accumulated income of the investment entity.39 (5) 'Fund' means the Seed-Capital Fund created in Code Section 10-10-3.40 (6) 'Incubator' means a facility that leases small units of space to tenants and which41 maintains or provides access to business development services for use by the tenants or42 member firms.43 (7) 'Investment entity' means a limited partnership, a limited liability company, or other44 legal entity, including, without limitation, any such entity as to which the state is the sole45 limited liability owner, providing limited liability to its owners that is formed to receive,46 in part, an investment by the fund or an equity return of investment from a fund loan and47 for which a general partner or manager manages the equity contributions by making48 investments in qualified securities of one or more enterprises or, in the case of an49 investment entity as to which the state is the sole limited liability owner, in another50 investment entity, as permitted by this chapter article and by paying the expenses of the51 investment entity.52 (8) 'Loan' means an advance of money from the fund to an enterprise or an investment53 entity on such terms as the center shall set, including, but not limited to, an absolute54 promise to repay the principal amount of the loan made by the recipient enterprise, and55 any return on investment that the center may require as a term or condition of the loan,56 which may include, but not be limited to, simple or compound interest or any form of57 equity participation.58 (9) 'Qualified security' means any note, stock, treasury stock bond, debenture, evidence59 of indebtedness, certificate of interest or participation in any profit-sharing agreement,60 preorganization certificate or subscription, transferable share, investment contract,61 certificate of deposit for a security, certificate of interest or participation in a patent or62
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  13 LC 343705 H. B. 285 - 3 - application therefor or in royalty or other payments under such a patent or application,63 or, in general, any interest or instrument commonly known as a security or any certificate64 for, receipt for, guarantee of, or option, warrant, or right to subscribe to or purchase any65 of the foregoing of an enterprise.66 (10) 'State' means the State of Georgia."67 SECTION 3.68 Said chapter is further amended by revising Code Section 10-10-3, relating to moneys in the69 fund to be handled in accordance with policies authorized by the board, as follows:70 "10-10-3.71 (a) The fund is created as a separate fund maintained by the board or a body designated72 by the board and shall be expended only as provided in this chapter article. Pending their73 use as equity contributions or as loans, the moneys in the fund may be invested and74 reinvested in accordance with the investment policies authorized by the board or its75 designee. The entire cost of administration of the fund, including expenses of the center76 incurred in connection with the creation, operation, management, liquidation, and77 investment of fund moneys in enterprises, directly or through investment entities, may be78 paid from the assets of the fund. All moneys appropriated to or otherwise paid into the79 fund shall be presumptively concluded to have been committed to the purpose for which80 they have been appropriated or paid and shall not lapse.81 (b) The fund shall consist of all moneys authorized by law for deposit in the fund,82 including, but not limited to, gifts, grants, private donations, and funds by government83 entities authorized to provide funding for the purposes authorized for use of the fund and84 any payments or returns on investments made by the center.85 (c) In return for equity contributions by the fund, at the discretion of the center, the state86 will shall receive either direct ownership of qualified securities of an enterprise or a limited87 liability ownership in an investment entity either directly or indirectly through an88 investment entity as to which the state is the sole limited liability owner as permitted in89 subsection (c) of Code Section 10-10-4 with rights accruing from investments in qualified90 securities by the investment entity. With respect to loans made from the fund, the state91 shall receive repayment of the loan in accordance with its terms, with cash proceeds or92 other assets from such repayments being deposited in or held through the fund. Additional93 returns to the state will shall be secured through the establishment and growth of innovative94 enterprises that create new, value added products, processes, and services and encourage95 growth and diversification in the economy of the state.96 (d) Disbursements from the fund shall be made upon the instruction of the center director97 in accordance with the policies of the board.98
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  13 LC 343705 H. B. 285 - 4 - (e) The center, subject to the approval of the board or its designee, shall be authorized to99 contract and have contracts and other legal documents prepared to carry out the provisions100 of this chapter article.101 (f) The board shall have the authority to issue policies governing the management and102 operation of the fund as needed."103 SECTION 4.104 Said chapter is further amended by revising Code Section 10-10-6, relating to distribution105 to be deposited in the fund, as follows:106 "10-10-6.107 All distributions made by an investment entity allocable to the state's limited partner108 interest or membership interest therein; all cash proceeds with respect to any loan, whether109 interest, the repayment of principal, or other amounts; or proceeds of the sale or transfer110 of qualified securities held directly by the fund shall be deposited in the fund for future111 investment in other investment entities, in other qualified securities of enterprises, for112 making loans as provided in this chapter article, or to pay the cost of administration of the113 fund as provided in this chapter article."114 SECTION 5.115 Said chapter is further amended by adding a new article to read as follows:116 "ARTICLE 2117 10-10-10.118 Pursuant to the authority granted in Article III, Section IX, Paragraph VI(g) of the119 Constitution, there is hereby created the Invest Georgia Fund as a distinct component of120 the Seed-Capital Fund. The General Assembly declares that its purpose in creating the121 Invest Georgia Fund and enacting this legislation is to increase the amount of private122 investment capital available in this state for Georgia based business enterprises in the seed,123 early, or growth stages of business development and which require funding, as well as for124 established Georgia based business enterprises developing new methods or technologies,125 including the promotion of research and development purposes, thereby increasing126 employment, creating additional wealth, and otherwise benefitting the economic welfare127 of the people of this state. Accordingly, it is the intention of the General Assembly that the128 Invest Georgia Fund make investments in support of Georgia based business enterprises129 in accordance with the investment policy authorized and required under this article and130
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  13 LC 343705 H. B. 285 - 5 - focus its investment policy principally on venture capital funds and private equity131 organizations that invest in Georgia based business enterprises.132 10-10-11.133 As used in this article, the term:134 (1) 'Affiliate' means:135 (A) A person who, directly or indirectly, beneficially owns, controls, or holds power136 to vote any outstanding voting securities or other voting ownership interests of a137 venture capital firm or insurance company; or138 (B) A person whose outstanding voting securities or other voting ownership interests139 are directly or indirectly beneficially owned, controlled, or held with power to vote by140 a venture capital firm or insurance company.141 The term does not include an insurance company that becomes a purchaser in accordance142 with an allocation of investment tax credits under this article solely by reason of the143 allocation.144 (2) 'Board' means the Invest Georgia Board created under Code Section 10-10-12.145 (3) 'Center' means the Advanced Technology Development Center.146 (4) 'Contributed capital' means the amount of money contributed to the Invest Georgia147 Fund by any authorized method.148 (5) 'Designated capital' means the amount of money committed and invested by the149 Invest Georgia Fund into individual early stage venture capital funds or growth stage150 venture capital funds.151 (6) 'Early stage venture capital fund' means:152 (A) A fund that has at least one principal employed to direct the investment of the153 designated capital;154 (B) A fund whose principals have at least five years of experience in the venture155 capital, angel capital, or private equity sector by investing primarily in Georgia156 domiciled companies or a fund whose managers have been based, as defined by having157 a principal office, in the State of Georgia for at least five years prior to the effective158 date of this article;159 (C) At the discretion of the fund administrator and the board, one or more early stage160 venture capital funds that are first-time Georgia based funds, so long as the fund161 managers have at least five years of experience in venture capital or angel capital162 investing in Georgia based business enterprises; and163 (D) A fund which has as its primary investment strategy the achievement of164 transformational economic development outcomes through focused investments of165 capital in seed or early stage businesses with high growth potential. The fund principals166
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  13 LC 343705 H. B. 285 - 6 - must have demonstrated the ability to lead investment rounds, advise and mentor167 entrepreneurs, and facilitate follow-on investments. A minimum of 10 percent of the168 committed capital of the fund must be committed by the institutional investors, fund169 principals, or other accredited investors.170 (7) 'Fund administrator' means a state appointed investment advisory firm consisting of171 experienced investment professionals that will actively pursue investment opportunities172 for the State of Georgia. The investment advisory firm will evaluate and select Georgia173 based venture capital funds, in conjunction with the Invest Georgia Board, through a174 rigorous due diligence process.175 (8) 'Growth stage venture capital fund' means:176 (A) A fund having its principal office and a majority of its employees in Georgia that177 has at least two principals employed to direct the investment of the designated capital;178 (B) A fund whose principals have at least five years of experience in the venture179 capital, angel capital, or private equity sector by investing primarily in Georgia180 domiciled companies or a fund whose principals have been based, as defined by having181 a principal office, in the State of Georgia for at least five years prior to the effective182 date of this article; and183 (C) A fund which has as its primary investment strategy the achievement of184 transformational economic development outcomes through focused investments of185 capital in growth stage businesses with high return potential. The fund principals must186 have demonstrated the ability to lead investment rounds, advise and mentor187 entrepreneurs, and facilitate follow-on investments. A minimum of 50 percent of the188 committed capital of the fund must be committed by the institutional investors, fund189 principals, or other accredited investors.190 (9) 'Insurance premium tax credit' means a credit against state insurance premium tax191 liability offered to a purchaser under Code Section 10-10-17, et seq.192 (10) 'Insurance premium tax liability' means any state tax liability incurred under Code193 Sections33-3-26and33-8-4;provided,however,thatanyinsurancepremiumtaxliability194 incurred under the provisions of Code Section 47-7-61, relating to fire, lightning, or195 extended coverage, inland marine or allied lines, or windstorm coverage, shall not be196 offset by any insurance premium tax credits issued under this article.197 (11) 'Invest Georgia Fund' means the fund created under the provisions of Code Section198 10-10-15 to hold the money collected from appropriations and the sale of state insurance199 premium tax credits, if any.200 (12) 'Purchaser' means:201 (A) An insurance company that:202 (i) Is authorized to do business in Georgia;203
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  13 LC 343705 H. B. 285 - 7 - (ii) Has insurance premium tax liability; and204 (iii) Pays contributed capital to purchase an allocation of insurance premium tax205 credits under this article; or206 (B) A holding company that:207 (i) Has at least one insurance company subsidiary authorized to do business in208 Georgia; and209 (ii) Pays contributed capital on behalf of one or more of these subsidiaries.210 (13) 'Qualified distribution' means any distribution or payment by the Invest Georgia211 Fund in connection with any of the following:212 (A) Costs and expenses of forming, syndicating, and organizing the Invest Georgia213 Fund, including fees paid for professional services, and the costs of financing and214 insuring the obligations of the Invest Georgia Fund, provided such payments are not215 made to a participating investor;216 (B) An annual management fee in accordance with a fund's partnership agreement, and217 consistent with such fund's other private investors, to offset the costs and expenses of218 managing and operating the Invest Georgia Fund; or219 (C) Reasonable and necessary fees in accordance with industry custom for ongoing220 professionalservices,including,butnotlimitedto,legalandaccountingservicesrelated221 to the operation of the Invest Georgia Fund, but not including any lobbying or222 governmental relations.223 (14) 'Qualified early stage business' or 'seed' business means a business that, at the time224 of the first investment in the business by a venture capital firm:225 (A) Has its headquarters located in the State of Georgia;226 (B) Has its principal business operations located in the State of Georgia and intends to227 maintain its principal business operations in this state after receiving an investment228 from the venture capital firm. In order to discourage the business from relocating229 outside Georgia within three years fromthe date of an initial investment, the investment230 in the business shall be subject to redemption by the venture capital firm within one231 year from the time the business relocates its principal business operations outside this232 state, unless the business maintains a significant presence in Georgia as determined by233 relative number of employees or relative assets remaining in Georgia following the234 relocation;235 (C) Has 20 or fewer employees;236 (D) Has a current gross annual revenue run rate of less than $1 million;237 (E) Has not obtained during its existence more than $2 million in aggregate cash238 proceeds from the issuance of its equity or debt investments, not including commercial239 loans from chartered banks or savings and loan institutions; and240
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  13 LC 343705 H. B. 285 - 8 - (F) Does not engage substantially in:241 (i) Retail sales;242 (ii) Real estate development or construction;243 (iii) Entertainment, amusement, recreation, or athletic or fitness activity for which an244 admission is charged;245 (iv) The business of insurance, banking, lending, financial, brokerage, or investment246 activities;247 (v) Natural resource extraction, including, but not limited to, oil, gas, or biomass; or248 (vi) The provision of professional services by accountants, attorneys, or physicians.249 A business classified as a qualified early stage business at the time of the first qualified250 investment in such business shall remain classified as a qualified early stage business and251 may receive continuing qualified investments from venture capital firms participating in252 the Invest Georgia Fund. Continuing investments shall constitute qualified investments253 even though the business may not meet the definition of a qualified early stage business254 at the time of such continuing investments.255 (15) 'Qualified growth stage business' means a business that, at the time of the first256 investment in the business by a venture capital firm:257 (A) Has its headquarters located in the State of Georgia;258 (B) Is a corporation, limited liability company, or a general or limited partnership259 located in this state;260 (C) Has its principal business operations located in the State of Georgia and intends to261 maintain its principal business operations in this state after receiving an investment262 from the venture capital firm. In order to discourage the business from relocating263 outside Georgia within three years from the date of initial investment, the investment264 in the business shall be subject to redemption by the venture capital firm within one265 year from the time the business relocates its principal business operations outside this266 state, unless the business maintains a significant presence in Georgia as determined by267 relative number of employees or relative assets remaining in Georgia following the268 relocation;269 (D) Has 100 or fewer employees;270 (E) Has a current gross annual revenue run rate of more than $1 million; and271 (F) Does not engage substantially in:272 (i) Retail sales;273 (ii) Real estate development or construction;274 (iii) Entertainment, amusement, recreation, or athletic or fitness activity for which an275 admission is charged;276
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  13 LC 343705 H. B. 285 - 9 - (iv) The business of insurance, banking, lending, financial, brokerage, or investment277 activities;278 (v) Natural resource extraction, including, but not limited to, oil, gas, or biomass; or279 (vi) The provision of professional services by accountants, attorneys, or physicians.280 A business classified as a qualified growth stage business at the time of the first qualified281 investment in such business shall remain classified as a qualified growth stage business282 andmayreceivecontinuingqualifiedinvestmentsfromventurecapitalfirmsparticipating283 in the Invest Georgia Fund. Continuing investments shall constitute qualified284 investments even though the business may not meet the definition of a qualified growth285 stage business at the time of such continuing investments.286 (16) 'Qualified investment' means the investment of money by the Invest Georgia Fund287 in each early stage venture capital fund or growth stage venture capital fund selected by288 the fund administrator.289 10-10-12.290 (a) There is hereby created the Invest Georgia Board, which shall exercise the powers and291 perform the duties prescribed by this article. The exercise by the board of its powers and292 duties is hereby declared to be an essential state governmental function. The board shall293 be subject to all laws generally applicable to state agencies and public officials, to the294 extent those laws do not conflict with the provisions of this article.295 (b) The board shall consist of three members appointed by the Governor, one member296 appointed by the Lieutenant Governor, and one member appointed by the Speaker of the297 House of Representatives. Each appointed member shall be a resident of Georgia and shall298 have experience in at least one of the following areas:299 (1) Early stage, angel, or venture capital investing;300 (2) Growth stage venture capital investing;301 (3) Fund of funds management; or302 (4) Entrepreneurship.303 No member of the board shall be an affiliate of any venture capital fund that is selected to304 perform services for the board or of an insurance company.305 (c) The commissioner of economic development, a member of the One Georgia Authority,306 and the Commissioner of Insurance or their designees shall serve as nonvoting members307 of the board.308 (d) Initial appointees to the board shall serve staggered terms, with all of the initial terms309 beginning within 30 days of the effective date of this Code section. The terms of one310 member appointed by the Governor and the members appointed by the Lieutenant311 Governor and the Speaker of the House of Representatives shall expire on December 31,312
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  13 LC 343705 H. B. 285 - 10 - 2016. The terms of the other two initial appointments by the Governor shall expire on313 December 31, 2018. Thereafter, terms of office for all appointees shall be for four years,314 with each term ending on the same day of the same month as did the term that it succeeds.315 A vacancy on the board shall be filled in the same manner as the original appointment,316 except that a person appointed to fill a vacancy shall be appointed to the remainder of the317 unexpired term. Any appointed member of the board shall be eligible for reappointment.318 (e) A member of the board may be removed by such member's appointing official for319 misfeasance, willful neglect of duty, or other cause, after notice and a public hearing,320 unless the notice and hearing are waived in writing by such member.321 (f) Members of the board shall serve without compensation. The Governor shall designate322 a member of the board to serve as chairperson. A majority of the voting members of the323 board shall constitute a quorum, and the affirmative vote of a majority of the voting324 members present shall be necessary for any action taken by the board. A vacancy in the325 membership of the board shall not impair the right of a quorum to exercise all rights and326 perform all duties of the board.327 (g) The board shall have the power:328 (1) To have a seal and alter the same at its pleasure;329 (2) To acquire by purchase, lease, or otherwise, including acquisition of land from the330 state government, and to hold, lease, and dispose of real and personal property of every331 kind and character for its corporate purpose and to enter into any contracts, leases, or332 other charges for the use of property or services of the board and collect and use the same333 as necessary to operate the board; and to accomplish any of the purposes of this article334 and make any purchases or sales necessary for such purposes;335 (3) To acquire in its own name by purchase, on such terms and conditions and in such336 manner as it may deem proper, real property, or rights or easements therein, or franchises337 necessary or convenient for its corporate purpose, and to use the same so long as its338 corporate existence shall continue, and to lease or make contracts with respect to the use339 of such property, or dispose of the same in any manner it deems to be to the best340 advantage of the board;341 (4) To appoint, select, and employ officers, agents, and employees, including real estate,342 environmental, engineering, architectural, and construction experts, fiscal agents, and343 attorneys, and to fix their respective compensations;344 (5) To make contracts and leases and to execute all instruments necessary or convenient.345 Any and all persons, firms, and corporations and any and all political subdivisions,346 departments, institutions, authorities, or agencies of the state and federal government are347 authorized to enter into contracts, leases, or agreements with the board upon such terms348 and for such purposes as they deem advisable; and, without limiting the generality of the349
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  13 LC 343705 H. B. 285 - 11 - foregoing, authority is specifically granted to municipal corporations, counties, political350 subdivisions, and to the board relative to entering into contracts, lease agreements, or351 other undertakings authorized between the board and private corporations, both inside352 and outside this state, and between the board and public bodies, including counties and353 cities outside this state and the federal government;354 (6) To accept loans and grants of money or materials or property of any kind from the355 United States of America or any agency or instrumentality thereof upon such terms and356 conditions as the United States of America or such agency or instrumentality may357 require;358 (7) To accept loans and grants of money or materials or property of any kind from the359 State of Georgia or any authority, agency, or instrumentality or political subdivision360 thereof upon such terms and conditions as the State of Georgia or such authority, agency,361 or instrumentality or political subdivision may require;362 (8) To exercise any power usually possessed by private corporations performing similar363 functions, provided that no such power is in conflict with the Constitution or general laws364 of this state; and365 (9) To do all things necessary or convenient to carry out the powers expressly given in366 this article.367 (h) The center shall provide the board with office space and such technical assistance as368 the board requires, and the board shall be attached to the center for administrative purposes.369 The center shall also consult with the board in connection with the administration of the370 Invest Georgia Fund created under this article.371 10-10-13.372 The board's primary responsibilities shall include:373 (1) Establishing an investment policy for the selection of a fund administrator;374 (2) Selecting a fund administrator to administer the provisions of this article;375 (3) Giving final approval to allocations of designated capital to the venture capital funds376 selected by the fund administrator;377 (4) Executing and overseeing the contracts of the fund administrator in order to assure378 compliance with this article; and379 (5) Establishing a policy with respect to use of capital and profits returned to the state380 pursuant to the provisions of Code Section 10-10-19.381 10-10-14.382 (a) The fund administrator shall be selected by the board through a transparent open bid383 process and shall be responsible for administering the Invest Georgia Fund and for making384
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  13 LC 343705 H. B. 285 - 12 - all venture capital fund selections in accordance with the investment policies developed by385 the board or contained in this article.386 (b) The fund administrator shall be responsible for selecting a group of Georgia based387 venture capital funds in two categories, seed or early stage venture capital funds and388 growth stage venture capital funds.389 (c) The early stage venture capital funds shall invest primarily in early or seed stage390 businesses and shall be selected using a transparent open bid process pursuant to guidelines391 developed by the board. The fund administrator shall ensure that a diverse cross section392 of industry sectors is represented by the selected funds, including technology, health care,393 life sciences, agribusiness, logistics, energy, and advanced manufacturing.394 (d) The growth stage venture capital funds shall be selected using a transparent open bid395 process pursuant to guidelines developed by the board. The fund administrator shall ensure396 that a diverse cross section of industry sectors is represented by the selected funds,397 including technology, health care, life sciences, agribusiness, logistics, energy, and398 advanced manufacturing.399 (e) In the selection of the early stage venture capital funds and the growth stage venture400 capital funds, the fund administrator shall consider the following factors:401 (1) The management structure of the venture capital fund, including:402 (A) The investment experience of the principals;403 (B) The applicant's reputation in the venture capital firm industry and the applicant's404 ability to attract coinvestment capital and syndicate investments in qualified businesses405 in Georgia;406 (C) The knowledge, experience, and capabilities of the applicant in subject areas407 relevant to venture stage businesses in Georgia; and408 (D) The tenure and turnover history of principals and senior investment professionals409 of the venture capital fund;410 (2) The venture capital fund's investment strategy, including:411 (A) The applicant's record of performance in investing in early and growth stage412 businesses;413 (B) The applicant's history of attracting coinvestment capital and syndicate414 investments;415 (C) The soundness of the applicant's investment strategy and the compatibility of that416 strategy with business opportunities in Georgia; and417 (D) The applicant's history of job creation through investment;418 (3) The venture capital fund's commitment to making investments that, to the fullest419 extent possible:420 (A) Create employment opportunities in Georgia;421
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  13 LC 343705 H. B. 285 - 13 - (B) Lead to the growth of the Georgia economy and qualified businesses in Georgia;422 (C) Complement the research and development projects of Georgia academic423 institutions; and424 (D) Foster the development of technologies and industries that present opportunities425 for the growth of qualified businesses in Georgia; and426 (4) The venture capital fund's commitment to Georgia, including:427 (A) The applicant's presence in Georgia through permanent local offices or affiliation428 with local investment firms;429 (B) The local presence of senior investment professionals;430 (C) The applicant's history of investing in early and growth stage businesses in431 Georgia;432 (D) The applicant's ability to identify investment opportunities through working433 relationships with Georgia research and development institutions and Georgia based434 businesses; and435 (E) The applicant's commitment to investing an amount that matches or exceeds the436 amount of the applicant's designated capital received under this article in Georgia based437 qualified early stage businesses and qualified growth stage businesses.438 (f) A venture capital fund shall file an application with the board in the form required by439 the fund administrator. The board shall begin accepting applications no later than 60 days440 after the initial appointments.441 10-10-15.442 (a) The Invest Georgia Fund is created as a separate fund maintained by the board, and443 moneys shall be expended only as provided in this article.444 (b) The Invest Georgia Fund shall be capitalized through grants from the Seed-Capital445 Fund, designated appropriations to the center, and private contributions to the board. In446 addition, the board may, in its discretion, sell insurance premium tax credits following the447 procedures contained in Code Section 10-10-17.448 (c) The capital raised shall be periodically distributed to the venture capital funds selected449 by the fund administrator pursuant to Code Section 10-10-14.450 (d) All moneys appropriated to or otherwise paid into the Invest Georgia Fund shall be451 presumptively concluded to have been committed to the purpose for which they have been452 appropriated or paid and shall not lapse.453 (e) The entire cost of administration of the Invest Georgia Fund, including expenses of the454 center incurred in connection with the creation, operation, management, liquidation, and455 investment of fund moneys may be paid from the assets of the Invest Georgia Fund.456
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  13 LC 343705 H. B. 285 - 14 - 10-10-16.457 The Invest Georgia Fund shall be financed over a five-year period through guidelines458 developed by the board. In the first year of the Invest Georgia Fund, the state shall provide459 $10 million to the Invest Georgia Fund; in the second year, $15 million; in the third year,460 $15 million; in the fourth year, $25 million; and in the fifth year, $35 million.461 10-10-17.462 (a) The Invest Georgia Fund may, at the discretion of the board, be capitalized through the463 sale of state insurance premium tax credits. The board is authorized to sell state insurance464 premium tax credits to purchasers, pursuant to the provisions of this article, and the465 insurance premium tax credits shall be used to offset the purchasers' state insurance466 premium tax liability.467 (b) The capital raised through the auction of insurance premium tax credits shall be468 deposited in the Invest Georgia Fund and periodically distributed to the venture capital469 funds selected by the fund administrator pursuant to Code Section 10-10-14.470 (c) Each year, the purchasers shall be issued a tax credit certificate by the board.471 (d) Purchasers shall be able to claim their tax credits pursuant to the provisions of Code472 Section 10-10-18.473 10-10-18.474 (a) The board is authorized to sell a maximum of $100 million in insurance premium tax475 credits over a five-year period through an auction process administered by the fund476 administrator pursuant to guidelines developed by the board. In the first year of the477 operation of the Invest Georgia Fund, the board may authorize $10 million in insurance478 premium tax credits; in the second year, $15 million; in the third year, $15 million; in the479 fourth year, $25 million; and in the fifth year, $35 million. The purchasers shall be480 obligated to pay the purchase amount to the board for deposit in the Invest Georgia Fund.481 (b) The fund administrator shall obtain the services of an independent third party to482 conduct the bidding process to secure purchasers for the insurance premium tax credits.483 (c) Using the procedures adopted by the independent third party, each potential purchaser484 shall make a timely and irrevocable offer, subject only to the board's approval for issuance485 to the purchaser of tax credit certificates, to make specified contributions of designated486 capital to the board.487 (d) The offer shall include:488 (1) The requested amount of insurance premium tax credits, which shall not be less than489 $5 million;490
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  13 LC 343705 H. B. 285 - 15 - (2) The potential purchaser's specified contribution for each insurance premium tax491 credit dollar requested, which shall not be less than the greater of:492 (A) Ninety percent of the requested dollar amount of insurance premium tax credits;493 or494 (B) The percentage of the requested dollar amount of insurance premium tax credits495 that the fund administrator, on the recommendation of the independent third party,496 determines to be consistent with market conditions as of the offer date; and497 (3) Any other information the independent third party requires.498 (e)(1) The deadline for submission of applications for insurance premium tax credits499 shall be determined by the board after it decides to proceed with a sale of insurance500 premium tax credits authorized under this article.501 (2) Each bidder at an auction of insurance premium tax credits shall receive a written502 notice from the fund administrator indicating whether or not it has been approved as a503 purchaser and, if so, the amount of insurance premium tax credits allocated to the504 purchaser.505 (f) Contributed capital committed by a purchaser shall be paid to the board according to506 a schedule to be developed by the fund administrator pursuant to guidelines developed by507 the board.508 (g) On receipt of each installment of capital, the board shall issue to each purchaser a tax509 credit certificate representing a fully vested credit against state insurance premium tax510 liability equal to one-third of the total insurance premium tax credits allocated to the511 purchaser.512 (h) The tax credit certificate shall state:513 (1) The total amount of insurance premium tax credits that the purchaser may claim;514 (2) The amount of capital that the purchaser has contributed in return for the issuance of515 the tax credit certificate;516 (3) The dates on which the insurance premium tax credits will be available for use by the517 purchaser;518 (4) Any penalties or other remedies for noncompliance;519 (5) The procedures to be used for transferring the insurance premium tax credits; and520 (6) Any other requirements the board, in consultation with the Department of Revenue,521 considers necessary.522 (i)(1) A tax credit certificate shall not be issued to any purchaser that fails to make a523 contribution of capital within the time the board specifies.524 (2) A purchaser that fails to make a contribution of capital within the time the board525 specifies shall be subject to a penalty equal to 10 percent of the amount of contributed526
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  13 LC 343705 H. B. 285 - 16 - capital that remains unpaid, payable to the board within 30 days after demand by the527 board.528 (3) The board, after consultation with the fund administrator, may offer to reallocate the529 defaulted contributed capital amount among the other purchasers so that the result after530 reallocation is the same as if the initial allocation had been performed without531 considering the insurance premium tax credit allocation to the defaulting purchaser.532 (4) If the reallocation of contributed capital results in the contribution by another533 purchaser or purchasers of the amount of capital not contributed by the defaulting534 purchaser, then the board, in consultation with the fund administrator, may waive the535 penalty provided under this subsection.536 (5)(A) A purchaser that fails to make a contribution of capital within the time specified537 may avoid the imposition of the penalty by transferring the allocation of insurance538 premium tax credits to a new or existing purchaser within 30 days after the due date of539 the defaulted installment.540 (B) Any transferee of an allocation of insurance premium tax credits of a defaulting541 purchaser under this paragraph shall agree to make the required contribution of capital542 within 30 days after the date of the transfer.543 (j) A purchaser may first claim the insurance premium tax credits on an insurance544 premium tax return filed the year after the year the tax certificates were issued to the545 purchaser. The insurance premium tax credits shall not be applied to any prior years'546 insurance premium tax liability of the purchaser, but unused insurance premium tax credits547 may be carried forward for three years.548 (k)(1) The insurance premium tax credits to be applied against insurance premium tax549 liability in any one year shall not exceed the insurance premium tax liability of the550 purchaser for that taxable year.551 (2) On 30 days' advance notice to the board, insurance premium tax credits allocated to552 a purchaser under this article may be transferred without further restriction to any other553 entity that:554 (A) Meets the definition of a purchaser; and555 (B) Agrees to assume all of the transferor's obligations under this article.556 (l) A purchaser claiming an insurance premium tax credit against insurance premium tax557 liability earned through an investment under this article shall not be required to pay any558 additional tax as a result of claiming the insurance premium tax credit.559 (m) A purchaser shall not be required to reduce the amount of premium tax included by560 the purchaser in connection with rate making for any insurance contract written in Georgia561 because of a reduction in the purchaser's insurance premium tax derived from the insurance562 premium tax credit granted under this article.563
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  13 LC 343705 H. B. 285 - 17 - (n) A purchaser or an affiliate shall not directly or indirectly:564 (1) Manage a venture capital fund that receives any designated capital under this article;565 (2) Beneficially own, through rights, options, convertible interests, or otherwise, greater566 than 15 percent of the voting securities or other voting ownership interest of a venture567 capital fund that receives any designated capital under this article; or568 (3) Control the direction of investments for a venture capital fund that receives any569 designated capital under this article.570 10-10-19.571 (a) As soon as practicable after the board receives contributed capital, the board and each572 selected venture capital fund that has been allocated designated capital shall enter into a573 contract under which the allocated amount of designated capital shall be committed by the574 board to the selected venture capital funds for investment pursuant to this article.575 (b) The board shall allocate designated capital as follows:576 (1) Early stage venture capital funds: 40 percent of the total contributed capital in the577 Invest Georgia Fund shall be allocated among the early stage venture capital funds, in578 accordance with the following eligibility conditions and requirements:579 (A) Each early stage venture capital fund shall be eligible for a minimum of $10580 million, up to a maximum of $15 million allocation over a five-year period or in581 accordance with the early stage venture capital fund's partnership agreement and582 concurrent with the contributions of the early stage venture capital fund's other583 investors;584 (B) Each early stage venture capital fund shall be required to obtain other independent585 investors. A minimum of 10 percent of the committed capital of the early stage venture586 capital fund shall be committed by independent institutional investors, early stage587 venture capital fund principals, or other accredited investors; and588 (C) Each early stage venture capital fund shall be required to commit, via a side letter589 or otherwise, to invest in Georgia based qualified early stage businesses and qualified590 growth stage businesses an amount that matches or exceeds the amount of the early591 stage venture capital fund's designated capital received under this article;592 (2) Growth stage venture capital funds: 60 percent of the total contributed capital in the593 Invest Georgia Fund shall be allocated among the growth stage venture capital funds, in594 accordance with the following eligibility conditions and requirements:595 (A) Each growth stage venture capital fund shall be eligible for an allocation of a596 minimum of $10 million designated capital over a five-year period or in accordance597 with the growth stage venture capital fund's partnership agreement and concurrent with598 the contributions of the growth stage venture capital fund's other investors;599
• 18.
  13 LC 343705 H. B. 285 - 18 - (B) Each growth stage venture capital fund shall be required to obtain other600 independent investors. A minimum of 50 percent of the committed capital of the601 growth stage venture capital fund shall be committed by independent institutional602 investors, growth stage venture capital fund principals, or other accredited investors;603 and604 (C) Each growth stage venture capital fund shall be required to commit, via a side letter605 or otherwise, to invest in Georgia based qualified early stage businesses and qualified606 growth stage businesses an amount that matches or exceeds the amount of the growth607 stage venture capital fund's designated capital received under this article.608 10-10-20.609 (a) Not later than December 31 of each year, each venture capital fund shall report to the610 board:611 (1) The amount of designated capital remaining uninvested at the end of the preceding612 calendar year;613 (2) All qualified investments made during the preceding calendar year, including the614 number of employees of each business at the time the qualified investment was made and615 as of December 31 of that year;616 (3) For any qualified investment in which the venture capital fund no longer has a617 position as of the end of the calendar year, the number of employees of the business as618 of the date the investment was terminated; and619 (4) Any other information the board requires to ascertain the impact of this article on the620 economy of Georgia.621 (b) Not later than 180 days after the end of its fiscal year, each venture capital fund shall622 provide to the board an audited financial statement that includes the opinion of an623 independent certified public accountant.624 (c) Not later than 60 days after the sale or other disposition of a qualified investment, the625 selling venture capital fund shall provide to the board a report on the amount of the interest626 sold or disposed of and the consideration received for the sale or disposition.627 10-10-21.628 Designated capital and investment returns resulting from the qualified investments made629 under this article shall be retained and used to make additional qualified investments in630 venture capital funds selected by the fund administrator; provided, however, that the Invest631 Georgia Fund shall receive any and all returns representing the principal portion of632 designated capital and shall receive 80 percent of investment returns in excess of633 designated capital from each respective venture capital fund with the remaining 20 percent634
• 19.
  13 LC 343705 H. B. 285 - 19 - of investment returns in excess of designated capital retained by each respective venture635 capital fund in accordance with such venture capital fund's partnership agreement.636 10-10-22.637 (a)(1) On or before January 1, 2015, and January 1 of each subsequent year, the fund638 administrator, through the board, shall submit a report on the implementation of this639 article to the Governor, the Lieutenant Governor, the Speaker of the House of640 Representatives, and the chairpersons of the Senate Finance Committee and the House641 Committee on Ways and Means.642 (2) The center shall also publish the report on the center's website in a publicly available643 format.644 (3) The report published on the website shall not include any proprietary or confidential645 information.646 (b) The report shall include:647 (1) With respect to each venture capital fund or private equity organization that has648 received an allocation of designated capital:649 (A) The name and address of the venture capital fund or private equity organization;650 (B) The names of the individuals making qualified investments under this article;651 (C) The amount of designated capital received during the previous year;652 (D) The cumulative amount of designated capital received;653 (E) The amount of designated capital remaining uninvested at the end of the preceding654 calendar year;655 (F) The names and locations of qualified businesses receiving designated capital and656 the amount of each qualified investment;657 (G) The annual performance of each qualified investment, including the qualified658 investment's fair market value as calculated according to generally accepted accounting659 principles; and660 (H) The amount of any qualified distribution or nonqualified distribution taken during661 the prior year, including any management fee;662 (2) With respect to the Invest Georgia Fund:663 (A) The amount of designated capital received during the previous year;664 (B) The cumulative amount of designated capital received;665 (C) The amount of designated capital remaining uninvested at the end of the preceding666 calendar year;667 (D) The names and locations of qualified businesses receiving designated capital and668 the amount of each qualified investment; and669
• 20.
  13 LC 343705 H. B. 285 - 20 - (E) The annual performance of each qualified investment, including the qualified670 investment's fair market value as calculated according to generally accepted accounting671 principles; and672 (3) With respect to the qualified businesses in which venture capital funds have invested:673 (A) The classification of the qualified businesses according to the industrial sector and674 the size of the business;675 (B) The total number of jobs created in Georgia by the investment and the average676 wages paid for the jobs; and677 (C) The total number of jobs retained in Georgia as a result of the investment and the678 average wages paid for the jobs."679 SECTION 6.680 This Act shall become effective upon its approval by the Governor or upon its becoming law681 without such approval.682 SECTION 7.683 All laws and parts of laws in conflict with this Act are repealed.684