; or (II) if no such market value exists, the net asset value of the securities issuable upon the exercise of such warrants, options, or rights at the date of issuance of such warrants, options, or rights; and ; and (5) by adding at the end the following: (6) (A) Except as provided in subparagraph (B), the following shall not apply to a business development company: (i) Subparagraphs (C) and (D) of section 18(a)(2). (ii) Subparagraph (E) of section 18(a)(2), to the extent such subparagraph requires any priority over any other class of stock as to distribution of assets upon liquidation. (iii) With respect to a senior security which is a stock, subsections (c) and (i) of section 18. (B) Subparagraph (A) shall not apply with respect to preferred stock issued to a person who is not known by the company to be a qualified institutional buyer (as defined in section 3(a) of the Securities Exchange Act of 1934). . (b) Conforming amendments The Investment Company Act of 1940 ( 15 U.S.C. 80a–1 et seq.) is amended— (1) in section 57— (A) in subsection (j)(1), by striking section 61(a)(3)(B) and inserting section 61(a)(4)(B) ; and (B) in subsection (n)(2), by striking section 61(a)(3)(B) and inserting section 61(a)(4)(B) ; and (2) in section 63(3), by striking section 61(a)(3) and inserting section 61(a)(4) . 438. Parity for business development companies regarding offering and proxy rules (a) Revision to rules Not later than 1 year after the date of enactment of this Act, the Securities and Exchange Commission shall revise any rules to the extent necessary to allow a business development company that has filed an election pursuant to section 54 of the Investment Company Act of 1940 ( 15 U.S.C. 80a–53 ) to use the securities offering and proxy rules that are available to other issuers that are required to file reports under section 13 or section 15(d) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78m