SEC Adopts Final Rules Regarding Investment Advisers Act Registration and Exemptions


On June 22, 2011, the Securities and Exchange Commission (the "SEC") adopted final rules (the "Final Rules") to implement certain provisions of Title IV of the Dodd-Frank Wall Street Reform and Consumer Protection Act ("Dodd-Frank") in connection with the registration of investment advisers under the Investment Advisers Act of 1940, as amended (the "Advisers Act"). The Final Rules address the definition of venture capital fund and private fund advisers with less than $150 million in assets under management for purposes of the exemptions under Dodd-Frank. Set forth below are the highlights of the Final Rules.

Extension of Registration Deadline

The Final Rules provide an extension of the registration deadline for private fund advisers that are required to register as a result of the enactment of Dodd-Frank until March 30, 2012. The extension applies to private fund advisers that were exempt from registration with the SEC under the "private adviser" exemption under Section 203(b) of the Advisers Act, which, until repealed by Dodd-Frank, provided an exemption to advisers who had fewer than fifteen clients and who did not hold themselves out to the public as investment advisers.

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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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