Client Alert
SEC Adopts Final Dodd-Frank Adviser Registration Rules and Extends Deadline for Compliance
June 24, 2011
The Investment Management and Private Funds Practices
On June 22, 2011, the Securities and Exchange Commission (the SEC) adopted final rules and amendments (the Rules) under the Investment Advisers Act of 1940 (the Advisers Act). These Rules are designed to give effect to provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act that, among other things, subject certain investment advisers to hedge funds and other private funds (including private equity funds and certain real estate funds) to SEC oversight and registration requirements. Under Dodd-Frank, investment advisers to private funds with fewer than fifteen clients previously relying on the private adviser exemption from registration are required to register with the SEC. To facilitate the transition to SEC registration and to allow these advisers to meet their obligations under the new Rules, the SEC has extended the deadline for registration for currently unregistered private advisers until March 30, 2012.
The Rules also address (i) the reallocation of regulatory responsibility for advisers between the SEC and the states, (ii) amendments to Form ADV to expand the disclosure provided by registered advisers and to require reporting by certain exempt reporting advisers, (iii) the registration exemptions for family offices and venture capital funds and (iv) amendments to the pay to play rules.
Look for our Client Alert shortly that will provide an in-deptvh analysis of the Rules.