Coronavirus (COVID-19) Exemption for Certain Money Manager (Investment Adviser) Filing and Delivery Requirements

The United States Securities and Exchange Commission (“SEC”) issued an Order this week for those SEC-registered investment advisers (among other advisers set forth in the Order) that are affected by the coronavirus (COVID-19) that provides relief “to filing or delivery obligations, as applicable, for which the original due date is on or after the date of [the] Order but on or prior to April 30, 2020.”

Order Under Section 206A of the Investment Advisers Act of 1940 Granting Exemptions From Specified Provisions of the Investment Advisers Act and Certain Rules Thereunder

According to the Order, for the time period set forth above, an SEC-registered investment adviser is exempt from the requirements: (a) under Rule 204-1 of the Advisers Act to file an amendment to Form ADV; and (b) under Rule 204-3(b)(2) and (b)(4) related to the delivery of Form ADV Part 2 (or a summary of material changes) to existing clients, where the following conditions are satisfied:

• The registered investment adviser is unable to meet a filing deadline or delivery requirement due to circumstances related to current or potential effects of COVID-19;
• The investment adviser relying on this Order with respect to the filing of Form ADV or delivery of its brochure, a summary of material changes, or brochure supplement required by Rule 204-3(b)(2) or (b)(4), promptly provides the Commission via email at IARDLive@sec.gov and discloses on its public website (or if it does not have a public website, promptly notifies its clients of) the following information:
  • that it is relying on the Order;
  • a brief description of the reasons why it could not file or deliver its Form on a timely basis; and
  • the estimated date by which it expects to file or deliver the Form.
• The investment adviser files the Form ADV, as applicable, and delivers the brochure (or summary of material changes) and brochure supplement required by Rule 204-3(b)(2) and (b)(4) under the Advisers Act, as soon as practicable, but no later than 45 days after the original due date for filing or delivery, as applicable.

Coronavirus (COVID-19) Relief

The Order provides similar relief for exempt reporting advisers.

This Order gives relief to those SEC-registered investment advisers whose ability to meet their Form ADV filing and/or delivery requirements are affected by the current situation with the coronavirus so long as they meet the conditions in the Order.

If you have any questions about this post or any other related matters, please email the Business Law Practice Group Co-Chairs, David Blatteis at dsblatteis@norris-law.com, Dolores Laputka at dlaputka@norris-law.com, or Graham Simmons at gsimmons@norris-law.com.