Legislative Update: Requirement for Advisers of Private Equity Funds

Registration of advisers to private equity funds is a hot topic in the industry. Currently, this registration is scheduled to take place no later than July 21, 2011. However, it appears there are still questions to be answered and the U.S. Securities and Exchange Commission now expects to give investment advisers required to register under the Dodd–Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”) an additional six months to do so.


In a letter dated April 8 to the president of the North American Securities Administration Inc., SEC Associate Director Robert Plaze said “we expect the Commission will consider extending the date by which these advisers must register … until the first quarter of 2012.”

Dodd-Frank mandates that private equity firms with $150 million or more of assets under management in the U.S. register with the SEC. This registration will give the federal government more oversight over managers. It also forces firms to hire or name a compliance officer.

There are further initial guidelines on information and operation changes required with registration, however, the SEC has not yet issued final regulations and there are unanswered questions. Plaze’s letter states the SEC expects to issue the final regulations by the July 21 date.

Until the final rules are released, there remains ambiguity about who must register. As examples, there are questions about how family offices are defined; and firms that straddle the line between private equity and venture capital are not sure if they must register.

For more information, please contact Saltmarsh, Cleaveland & Gund, (850) 435-8300.



This publication is intended to provide general information to our friends. It does not constitute accounting, tax, or legal advice; nor is it intended to convey a thorough treatment of the subject matter.


This publication has been prepared by EisnerAmper LLP for informational purposes only. These materials do not constitute accounting, tax or legal advice and cannot be relied upon by any taxpayer for the purpose of avoiding penalties imposed under the Internal Revenue Code.


Redistributed by Saltmarsh with permission.