15E.64 - IOWA CAPITAL INVESTMENT CORPORATION.

        15E.64  IOWA CAPITAL INVESTMENT CORPORATION.
         1.  An Iowa capital investment corporation may be organized as a
      private, not-for-profit corporation under chapter 504.  The Iowa
      capital investment corporation is not a public corporation or
      instrumentality of the state and shall not enjoy any of the
      privileges and shall not be required to comply with the requirements
      of a state agency.  Except as otherwise provided in this division,
      this division does not exempt the corporation from the requirements
      under state law which apply to other corporations organized under
      chapter 504.  The purposes of an Iowa capital investment corporation
      shall be to organize the Iowa fund of funds, to select a venture
      capital investment fund allocation manager to select venture capital
      fund investments by the Iowa fund of funds, to negotiate the terms of
      a contract with the venture capital investment fund allocation
      manager, to execute the contract with the selected venture capital
      investment fund allocation manager on behalf of the Iowa fund of
      funds, to receive investment returns from the Iowa fund of funds, and
      to reinvest the investment returns in additional venture capital
      investments designed to result in a significant potential to create
      jobs and to diversify and stabilize the economy of the state.  The
      corporation shall not exercise governmental functions and shall not
      have members.  The obligations of the corporation are not obligations
      of this state or any political subdivision of this state within the
      meaning of any constitutional or statutory debt limitations, but are
      obligations of the corporation payable solely and only from the
      corporation's funds.  The corporation shall not and cannot pledge the
      credit or taxing power of this state or any political subdivision of
      this state or make its debts payable out of any moneys except those
      of the corporation.
         2.  To facilitate the organization of an Iowa capital investment
      corporation, both of the following persons shall serve as
      incorporators as provided in section 504.201:
         a.  The chairperson of the Iowa economic development board or
      a designee of the chairperson.
         b.  The director of the department of economic development or
      a designee of the director.
         3.  After incorporation, the initial board of directors shall be
      elected by the members of an appointment committee.  The members of
      the appointment committee shall be appointed by the Iowa economic
      development board.  The initial board of directors shall consist of
      five members.  The persons elected to the initial board of directors
      by the appointment committee shall include persons who have an
      expertise in the areas of the selection and supervision of investment
      managers or in the fiduciary management of investment funds, and
      other areas of expertise as deemed appropriate by the appointment
      committee.  After the election of the initial board of directors,
      vacancies in the board of directors of the corporation shall be
      elected by the remaining directors of the corporation.  Members of
      the board of directors shall be subject to any restrictions on
      conflicts of interest specified in the organizational documents and
      shall have no interest in any venture capital investment fund
      allocation manager selected by the corporation pursuant to the
      provisions of this division or in any investments made by the Iowa
      fund of funds.
         4.  The members of the appointment committee shall exercise due
      care to assure that persons elected to the initial board of directors
      have the requisite financial experience necessary in order to carry
      out the duties of the corporation as established in this division,
      including in areas related to venture capital investment, investment
      management, and supervision of investment managers and investment
      funds.
         5.  Upon the election of the initial board of directors, the terms
      of the members of the appointment committee shall expire.
         6.  The department of economic development shall assist the
      incorporators and the appointment committee in any manner determined
      necessary and appropriate by the incorporators and appointment
      committee in order to administer this section.
         7.  After incorporation, the Iowa capital investment corporation
      shall conduct a national solicitation for investment plan proposals
      from qualified venture capital investment fund allocation managers
      for the raising and investing of capital by the Iowa fund of funds in
      accordance with the requirements of this division.  Any proposed
      investment plan shall address the applicant's level of experience,
      quality of management, investment philosophy and process, probability
      of success in fund-raising, prior investment fund results, and plan
      for achieving the purposes of this division.  The selected venture
      capital investment fund allocation manager shall be a person with
      substantial, successful experience in the design, implementation, and
      management of seed and venture capital investment programs and in
      capital formation.  The corporation shall only select a venture
      capital investment fund allocation manager with demonstrated
      expertise in the management and fund allocation of investments in
      venture capital funds.  The corporation shall select the venture
      capital investment fund allocation manager deemed best qualified to
      generate the amount of capital required by this division and to
      invest the capital of the Iowa fund of funds.
         8.  The Iowa capital investment corporation may charge a
      management fee on assets under management in the Iowa fund of funds.
      The fee shall be in addition to any fee charged to the Iowa fund of
      funds by the venture capital investment fund allocation manager
      selected by the corporation, but the fee shall be charged only to pay
      for reasonable and necessary costs of the Iowa capital investment
      corporation and shall not exceed one-half of one percent per year of
      the value of assets under management.
         9.  Directors of the Iowa capital investment corporation shall be
      compensated for direct expenses and mileage but shall not receive a
      director's fee or salary for service as directors.
         10.  The Iowa capital investment corporation shall have the power
      to engage consultants, expend funds, invest funds, contract, bond or
      insure against loss, or perform any other act necessary to carry out
      its purpose.  However, the corporation shall not hire staff as
      employees except to administer the rural and small business loan
      guarantee program of the Iowa fund of funds.
         11.  Upon the dissolution of the Iowa fund of funds, the Iowa
      capital investment corporation shall be liquidated and dissolved, and
      any assets owned by the corporation shall be distributed to the state
      of Iowa and deposited in the general fund.  
         Section History: Recent Form
         2002 Acts, ch 1005, §4; 2002 Acts, ch 1006, §13, 14; 2002 Acts, ch
      1175, §77; 2004 Acts, ch 1049, §181, 191, 192; 2004 Acts, ch 1175,
      §393
         Referred to in § 15E.62, 15E.65