SEC to Revise Investment Adviser Rules under the Dodd-Frank Act?

SEC to Revise Investment Adviser Rules under the Dodd-Frank Act?

The SEC announced yesterday that it will be holding an open meeting on June 22, 2011, evidently to discuss new proposed changes to the new Advisers Act rules pending under Dodd Frank.  For fund managers concerned about becoming subjected to Advisers Act registration once Dodd-Frank becomes effective, this should be welcome news, but it is not yet clear exactly what the SEC is proposing to change.  As readers of The Venture Alley know, we are still waiting for final rulemaking on the Dodd-Frank Act changes to the Adviser's Act, including the venture capital fund exemption to registration, which were recently delayed.

Based on the SEC's notice, it appears that there will be three new topics for discussion at this meeting:

  1. New rules/amendments to the Advisers Act that, apparently, would increase the exemption amount (above $150M?) and would address the reporting requirements currently proposed to be required of fund managers who qualify for exemption.
  2. Discussion regarding the proposed exemptions for managers of VC funds and of less than $150M, presumably including technical clarifications regarding some open questions under the proposed rules.
  3. Discussion regrding the "family office" exemption, which has, thus far, been tailored very narrowly.

The full SEC release is below.  Obviously, it's not clear exactly what the SEC is planning but one hopes these proposals will expand the proposed exemptions and reduce needless registration requirements.  We will keep you posted on any further updates, as they're made available.

For more information on these issues, please also visit our prior summaries and comments:

Sunshine Act Meeting.

Notice is hereby given, pursuant to the provisions of the Government in the Sunshine Act, Pub. L. 94-409, that the Securities and Exchange Commission will hold an Open Meeting on June 22, 2011 at 10:00 a.m., in the Auditorium, Room L-002.

The subject matters of the Open Meeting will be:

Item 1: The Commission will consider whether to adopt new rules and rule amendments under the Investment Advisers Act of 1940 to implement provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act. These rules and rule amendments are designed to give effect to provisions of Title IV of the Dodd-Frank Act that, among other things, increase the statutory threshold for registration of investment advisers with the Commission, require advisers to hedge funds and other private funds to register with the Commission, and address reporting by certain investment advisers that are exempt from registration.

Item 2: The Commission will consider whether to adopt rules that would implement new exemptions from the registration requirements of the Investment Advisers Act of 1940 for advisers to venture capital funds and advisers with less than $150 million in private fund assets under management in the United States. These exemptions were enacted as part of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The new rules also would clarify the meaning of certain terms included in a new exemption for foreign private advisers.

Item 3: The Commission will consider whether to adopt a rule defining "family offices" that will be excluded from the definition of an investment adviser under the Investment Advisers Act of 1940. At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact:

The Office of the Secretary at (202) 551-5400.

Elizabeth M. Murphy
Secretary                                                                                                                                                                                                                                                                                                                                             

 

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