AGENCY:

Securities and Exchange Commission (“Commission” or “SEC”).

ACTION:

Notice.

Notice of application for an order (“Order”) under sections 6(b) and 6(e) of the Investment Company Act of 1940 (the “Act”) granting an exemption from all provisions of the Act, except sections 9, 17, 30, and 36 through 53, and the rules and regulations under the Act (the “Rules and Regulations”). With respect to sections 17(a), (d), (e), (f), (g), and (j) of the Act, sections 30(a), (b), (e), and (h) of the Act and the Rules and Regulations and rule 38a-1 under the Act, Applicant requests a limited exemption as set forth in the application.

Summary of Application:

Applicants request an order to exempt certain limited partnerships, limited liability companies, corporations, business or statutory trusts or other entities (“Partnerships”) formed for the benefit of eligible employees of Applicants and their affiliates from certain provisions of the Act. Each Partnership, and each Series thereof, will be an “employees' securities company” within the meaning of section 2(a)(13) of the Act.

Applicants:

The Carlyle Group Inc. and CP VIII Coinvestment B, L.P.

Filing Dates:

The application was filed on December 28, 2021, and amended on May 20, 2022, December 1, 2022, July 29, 2025, and October 22, 2026.

Hearing or Notification of Hearing:

An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request a hearing on any application by emailing the SEC's Secretary at Secretarys-Office@sec.gov and serving Applicant with a copy of the request by email, if an email address is listed for Applicant below, or personally or by mail, if a physical address is listed for Applicant below. The email should include the file number referenced above. Hearing requests should be received by the Commission by 5:30 p.m., Eastern time, on November 17, 2026, and should be accompanied by proof of service on Applicant, in the form of an affidavit or, for lawyers, a certificate of service. Pursuant to rule 0-5 under the Act, hearing requests should state the nature of the writer's interest, any facts bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by emailing the Commission's Secretary.

ADDRESSES:

The Commission: Secretarys-Office@sec.gov. Applicant: Jeffrey W. Furgeson, The Carlyle Group Inc., Kate Heinzelman; and Rajib Chanda, Rajib.Chanda@stblaw.com, and Neesa Sood, Neesa.Sood@stblaw.com, Simpson Thacher & Bartlett LLP.

FOR FURTHER INFORMATION CONTACT:

Stephan N. Packs, Senior Counsel, or Matthew Cook, Branch Chief, at (202) 551-6720 or IMOCC@sec.gov (Division of Investment Management, Chief Counsel's Office).