As used in this subpart:

1. (1) “Capital account” as reflected on the books of the partnership shall mean the partner’s initial and any subsequent contributions to the limited partnership, as increased by the partner’s pro rata share of net income of the partnership, and decreased by the partner’s pro rata share of net losses incurred by the partnership, as well as any draws or distributions to the partner of any kind or nature;
2. (2) Unless otherwise specified, “commission” means the Arkansas Racing Commission or the commission’s designee;
3. (3) “Certificate of limited partnership” means the certificate referred to in Arkansas Code § 4-47-201 et seq., and the certificate as amended or restated, or in the case of a foreign limited partnership, the substantial equivalent of a certificate of limited partnership as required by the law of the jurisdiction in which the limited partnership is formed;
4. (4) “Contribution” means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his or her capacity as a partner;
5. (5) “Control”, including the terms “controlling”, “controlled by”, and “under common control with”, means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract, or otherwise;
6. (6) A “controlled affiliate” of a specified person means another person who, directly or indirectly, is controlled by the person specified;
7. (7) A “controlling affiliate” of a specified person means another person who, directly or indirectly, controls the person specified;
8. (8) “Delayed licensing” means an approval granted by the Arkansas Racing Commission to a limited partner of a limited partnership licensee, enabling the limited partner to receive a share or percentage of revenues derived from the conduct of gaming prior to the limited partner being licensed;
9. (9) “Holding company” means, in addition to any corporation, firm, partnership, limited partnership, limited liability company, trust, or other form of business organization not a natural person which, directly or indirectly owns, has the power or right to control, or holds with power to vote any part of the limited partnership interests, interests in a limited liability company or outstanding voting securities of a corporation which holds or applies for a license, a limited partnership that owns or has the power or right to control all or any part of the outstanding securities of a limited partnership that holds or applies for a state casino license;
10. (10) “Limited partnership” means a partnership formed by two (2) or more persons pursuant to the terms of Title 4, Chapter 47 of the Arkansas Code, having as members one (1) or more general partners and one (1) or more limited partners;
11. (11) “Own”, “hold”, and “have” mean the possession of a record or beneficial interest in a limited partnership;
12. (12) “Partnership agreement” means any valid, written agreement of the partners as to the affairs of a limited partnership and the conduct of its business;

13. (13)

    1. (A) “Sale” or “sell” includes every contract of sale of, contract to sell, or disposition of, a security or interest in a security whether or not for value.
    2. (B) “Sale” or “sell” includes any exchange of securities and any material change in the rights, preferences, privileges, or restrictions of or on outstanding securities; and

14. (14)

    1. (A) The term “security” means any stock, membership in an incorporated association, partnership interest in any limited or general partnership, bond, debenture, or other evidence of indebtedness, investment contract, voting trust certificate, certificate of deposit for a security, or, in general, any interest or instrument commonly known as a “security”, or any certificate of interest or participation in, temporary or interim certificate for, receipt for, or warrant or right to subscribe to or purchase, any of the foregoing.
    2. (B) All of the foregoing are securities whether or not evidence of indebtedness reported under this part is a security.