An investment adviser is required to prepare and submit a completed Form ADV as part of the initial registration process. In addition to the review by the U.S. Securities and Exchange Commission (“SEC”) or state securities regulator(s) for purposes of determining whether to approve or deny an application for investment adviser registration, the Form ADV Part 2 is also used as the investment adviser’s disclosure document which is required to be provided to all investment advisory clients. The Form ADV must provide accurate, current, and consistent disclosures. The general instructions for the Form ADV provides the investment adviser with details regarding the frequency at which the investment adviser is required to update certain information in the Form ADV. At a minimum, an SEC registered investment adviser must file a Form ADV annual updating amendment at least annually within 90-days of the investment adviser’s fiscal year end. Most state securities regulators have similar requirements for a state registered investment adviser.
Category Archives: Form ADV
Registered Investment Advisers Form ADV Annual Amendments
December 27, 2012
An investment adviser registered with the U.S. Securities and Exchange Commission (“SEC”) is required to file an amendment to the investment adviser’s Form ADV at least annually within 90-days of the investment adviser’s fiscal year end. Most state securities regulators have similar rules requiring the Form ADV annual amendment filing. Many registered investment advisers have a fiscal year end of December 31, which means that a Form ADV annual amendment will need to be filed through the IARD system no later than March 30, 2013, in order to comply with SEC and state securities regulators’ requirements. Failure to amend an investment adviser’s Form ADV is a violation of SEC and similar state securities regulations and could lead to an investment adviser’s registration being revoked.
State Registered Investment Advisers Need to be Aware of Newly Released Revisions to Part 1B of Form ADV
December 19, 2012
On October 29, 2012, the North American Securities Administrators Associations (“NASAA”) approved revisions to Part 1B of the Uniform Application for Investment Adviser Registration and Report by Exempt Reporting Advisers (“Form ADV”). Investment advisers registering with one or more state securities regulators are required to complete Form ADV Part 1B. Additionally, state-registered investment advisers making an annual updating amendment or an other-than-annual amendment to an existing registration will be required to use the revised Form ADV Part 1B. According to NASSA, “As the majority of state-registered investment advisers have a December 31, 2012 fiscal year-end, and therefore are required to make their annual updating amendment filings by March 30, 2013, in accordance with the instructions in Form ADV, we expect that the majority of state-registered investment advisers will be filing the revised Form ADV Part 1B in the first quarter of 2013.”
Registered Investment Advisors Must File a Form ADV Amendment Annually
December 11, 2012
According to Rule 204-1 of the Investment Advisers Act of 1940, all investment advisors registered with the U.S. Securities and Exchange Commission (“SEC”) must file an amendment to the investment advisor’s Form ADV at least annually within 90-days of the investment advisor’s fiscal year end. Most state securities regulators have similar rules requiring the annual Form ADV filing. For many registered investment advisors December 31 is their fiscal year end, which means that a Form ADV annual amendment will need to be filed through the IARD system no later than March 29, 2013 in order to comply with SEC and state securities regulator requirements.
Form ADV Annual Updating Amendments
November 28, 2012
As the IARD renewal process begins to wrap up, most registered investment advisors should also be preparing for the filing of the annual Form ADV updating amendment. Investment advisors registered with the U.S. Securities and Exchange Commission (“SEC”) and state registered advisors must file a Form ADV Annual Amendment within 90 days of the investment advisor’s fiscal year.
Investment Advisers Must Make Consistent Disclosures on Their Form U4s and Form ADVs
August 02, 2012
Investment advisers are required to maintain current and accurate disclosures on their Form ADV documents and Form U4 – Uniform Application for Securities Industry Registration or Transfers Forms. The Form U4 and Form ADV each have sections that require disclosure of the same or similar information regarding the investment adviser and its investment adviser representatives. Examples of disclosure information that is required by both the Form U4 and Form ADV include educational and business background, outside business activities, and regulatory disclosures. If the information provided is inconsistent between the Form U4 and the Form ADV it can be an immediate red flag to regulators that an investment adviser is not maintaining current and accurate information as required. Not providing required disclosure information or failing to update the required information for the Form U4 or the Form ADV can result in regulatory violations and penalties. In order to avoid such regulatory violations and penalties, investment advisers and their investment adviser representatives must maintain the Form U4 and Form ADV documents to ensure that the information provided is current, accurate, and consistent at all times.
SEC Issues No-Action Letter Clarifying Stance on Multiple Entities Filing a Single Form ADV
March 09, 2012
On January 18, 2012, the staff of the U.S. Securities and Exchange Commission (“SEC”) issued a no-action letter addressing the investment adviser registration requirements for Special Purposes Vehicles (“SPV”).
SEC Brings Enforcement Action for Misrepresentations on Form ADV
January 11, 2012
The U.S. Securities and Exchange Commission (“SEC”) recently issued an Order Instituting Administrative and Cease-and-Desist Proceedings against Calhoun Asset Management, LLC (“Calhoun”) and its principal for, among other things, making false and misleading statements on Calhoun’s Form ADV.
Earlier this year, the U.S. Securities and Exchange Commission (“SEC”) adopted rule changes under the Investment Advisers Act of 1940 in order to implement Title IV of the Dodd-Frank Wall Street Reform and Consumer Protection Act. One of the more significant rule changes impacts all registered investment advisers as it centers on revisions to the Form ADV Part 1. Beginning January 1, 2012, all investment advisers registered with the SEC will have 90 days to complete and submit the revised Form ADV Part 1 confirming their eligibility to remain SEC registered. Investment advsiers registered with the SEC with November, December, January and February fiscal year ends are reminded they must also file their official Form ADV Part 1 Annual Amendment within 90 days of their fiscal year end and will likely choose to file their SEC eligibility amendment and annual amendment in conjunction.
2011 Review – Are You Aware of the Regulatory Changes Made in 2011?
October 27, 2011
For registered investment advisors, 2011 gave way to many changes as various provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) became effective. Understanding the changes made over this past year may help to confirm that your investment advisor is in compliance with the recent regulatory changes. Below is a brief overview of some of the regulatory changes that occurred during this past year.
