Guest post by Ara Jabrayan On December 22, 2020, the SEC enacted the new Marketing Rule, which will have an enormous impact on Registered Investment Advisers (RIAs). The new rule will replace the prior Advertising Rule, as well as the Cash Solicitation Rule. The SEC also amended Form ADV and the Books and Records Rule to implement changes resulting from the Marketing Rule. The SEC enacted the new Marketing Rule to protect investors from misleading advertisements and solicitations, while accommodating
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SEC Risk Alert Gives Advice to Private Fund Advisers
On June 23, 2020, the SEC published a Risk Alert, which summarized compliance issues discovered during hundreds of examinations of investment advisers that manage private equity funds or hedge funds. Examiners from the SEC’s Office of Compliance Inspections and Examinations (OCIE) made a number of observations that can help private fund advisers to revise and improve their policies and procedures. Advisers can also use OCIE’s findings to avoid committing similar mistakes at their own firms. The Risk Alert is a
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SEC Issues Risk Alert Dealing with Regulation S-P Privacy Notices & Safeguard Policies
On April 16, 2019, the SEC’s Office of Compliance Inspections and Examinations (OCIE) published a Risk Alert dealing with Regulation S-P, which is the Commission’s primary rule governing privacy notices and the safeguarding policies of Registered Investment Advisers (RIAs), as well as broker-dealers. The Risk Alert guidance is derived from recent examinations of RIAs and broker-dealers and is designed to help them develop compliant privacy and opt-out notices to clients who are individuals (“customers”). The Risk Alert will also
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Fiduciary Duty Goes Well Beyond Share Class Selection
Investment advisers may have noticed the SEC’s recent Share Class Selection Disclosure Initiative and thought they had nothing to learn from the 79 enforcement actions. The reality is that even investment advisers who are not affiliated with a broker-dealer can learn valuable lessons from these enforcement actions. Lessons learned from Share Class Selection Disclosure Initiative On March 11, 2019, the SEC announced that its Share Class Selection Disclosure Initiative had returned more than $125 million to investors. The initiative was
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SEC Announces Its 2019 Examination Priorities
The SEC’s Office of Compliance Inspections and Examinations (OCIE) publishes annually its examination priorities to promote transparency and provide insights into the areas it believes pose a heightened risk to investors or to the integrity of the U.S. capital markets. OCIE’s priorities are designed to support the SEC’s mission, which is to protect investors and facilitate capital formation, as well as to maintain fair, orderly, and efficient markets. On December 20, 2018, OCIE announced its 2019 examination priorities. Both the
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OCIE Reveals Cash Solicitation Rule Compliance Issues
The SEC’s Office of Compliance Inspections and Examinations (“OCIE”) periodically publishes Risk Alerts to highlight compliance problems discovered during examinations. On October 31, 2018, OCIE circulated a Risk Alert that analyzes compliance issues pertaining to Rule 206(4)-3 under the Investment Advisers Act of 1940, otherwise known as the Cash Solicitation Rule. Generally, investment advisers required to be registered under the Act are prohibited from paying a cash fee, directly or indirectly, to any person who solicits clients for a Registered
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Same SEC Document Production List
We are seeing quite an uptick in Advisors undergoing regulatory exams. Therefore, as a service to you we are providing the following information in regard to regulatory exams. The SEC’s Office of Compliance, Inspections and Examinations (OCIE) is responsible for administering exams. Generally, the initial notification of an exam will reference that the staff of the U.S. Securities and Exchange Commission is conducting an examination of risk factors pursuant to Section 204 of the Investment Advisers Act of 1940 (the
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Supervision of Investment Adviser Representatives
Registered Investment Advisers (RIAs) owe a duty to supervise persons associated with the firm with respect to activities performed on their behalf. In recent deficiencies letters, RIAs have been criticized for failing to adequately supervise their supervised persons, including, Investment Adviser Representatives (IARs). RIAs must implement written supervisory procedures to govern the conduct of supervised persons. A supervised person is any partner, officer, director, or employee of an RIA who provides investment advice on behalf of the firm. We have attached
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RIAs Must Make Good on Fee Refunds and Fully Disclose Their Financial Condition
On July 20, 2018, the SEC announced the settlement of charges against a Beverly Hills-based Registered Investment Adviser (RIA) and its majority owner, because the firm improperly refused to refund unearned advisory fees to 63 clients who left the firm. The RIA also made material misstatements in written disclosures to clients regarding the firm’s financial condition. According to the SEC’s order instituting administrative and cease-and-desist proceedings, the RIA and its owner withheld $131,000 in prepaid unearned advisory fees. The 63
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SEC Publishes Most Frequent Best Execution Deficiencies Found by Examiners
On July 11, 2018, the Office of Compliance Inspections and Examinations (OCIE) released a risk alert dealing with the most frequent best execution deficiencies identified during investment adviser exams. The risk alert can help Registered Investment Advisers (RIAs) improve their best execution policies and procedures and avoid potential problems during their own examinations. The duty to seek best execution is an important component of an RIA’s fiduciary obligation. Investment advisers must attempt to obtain the best qualitative execution for the
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