The Securities and Exchange Commission has proposed rules defining three new exemptions from investment adviser registration (the Proposed Exemptive Rules) mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd- Frank), which made significant changes to the Investment Advisers Act of 1940, as amended (the Advisers Act). Comments are due January 24 on the exemptions, which would be available to:

Advisers solely to “private funds” that have less than $150 million of assets under management (AUM) in the United States (the Private Fund Adviser Exemption); non-U.S. advisers that have less than $25 million in AUM from U.S. clients and U.S. private fund investors and fewer than 15 such clients and investors (the Foreign Private Adviser Exemption); and advisers solely to “venture capital funds” (the VC Adviser Exemption) (collectively, the Proposed Exemptive Rules).