SEC Investment Management Staff Requests Certifications for Marked Copies of Exemptive Applications

The SEC’s Division of Investment Management issued an Information Update that describes the procedure for providing a version of an exemptive application marked to show changes from relevant precedent (in the case of an initial submission) or from a prior version of the same application (in the case of an amendment).  The Information Update notes that marked versions considerably increase the efficiency of staff review.  “[T]o ensure that [the Division’s staff] may confidently continue [its reliance on marked copies provided by applicants],” the Information Update instructs an applicant providing a marked copy to send the staff reviewer an email with the appropriate certification as follows:

Confirmation for initial filings:  “I confirm that the marked version of the application attached to this email is a complete and accurate comparison of the application filed on Edgar on [DATE] (file no. 812-____) to the application of [NAME] filed on Edgar on [DATE] (file no. 812-____).”

Confirmation for amendments:  “I confirm that the marked version of the application filed on Edgar is a complete and accurate comparison of the application filed on Edgar on [DATE] (file no. 812-____) to the immediately prior version of the application filed on Edgar.”

IRS Circular 230 Disclosure: To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. tax advice contained in this informational piece (including any attachments) is not intended or written to be used, and may not be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein.



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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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