RIA ANNUAL REGULATORY FILINGS CHECKLIST
Form ADV: All RIAs and ERAs must file an annual amendment to Form ADV with the SEC and/or state securities authorities within 90 days of fiscal year end. Note that any material change to an adviser's business in the course of the year requires amending the Form ADV promptly after the change. Information regarding investment advisory representatives also should be updated and properly reported on the IARD system.
Brochure Delivery: RIAs must disclose Part 2A (the Brochure) to "clients" within 120 days of the end of an RIA's fiscal year. The SEC has acknowledged that "clients" for this purpose does not include fund investors. Nevertheless, many RIAs voluntarily deliver the Brochure to fund investors.
Form PF: RIAs generally must file an updated Form PF with the SEC within 120 days of fiscal year end. Advisers to large hedge and liquidity funds must file on a quarterly basis within 60 days and 15 days, respectively, of quarter end.
SEC Form D: Form D filings for funds with ongoing offerings need to be amended annually at a minimum, on or before the anniversary of the initial Form D filing. Certain changes during the course of a year also may trigger a Form D amendment obligation. Additionally, note that offers to U.S. persons may trigger filing obligations in an investor's state of residence.
& Section 16 Filings: Advisers with investment discretion over funds that are beneficial owners of 5 percent or more of a registered voting equity security must report these positions on Schedule 13G or Schedule 13D. Schedule 13G filings must be updated annually within 45 days of the end of the calendar year. Schedule 13D filings need to be amended when any material change (including a change of 1 percent or more of the securities reported as beneficially owned) in the prior Schedule 13D has occurred. Any necessary Section 16 filings (i.e., Form 3, 4 or 5) also should be reviewed.
Form 13F: An adviser must file a Form 13F if it exercises investment discretion with respect to $100 million or more in certain identified 13F securities within 45 days after the end of the year in which the adviser reaches the $100 million filing threshold. The measurement date for calculating $100 million threshold is as of the last calendar day of any month in a given year. Thereafter, advisers must make 13F filings within 45 days after end of calendar quarter.
Form 13H: Advisers meeting the SEC's "large trader" thresholds (i.e., trades (i) 2 million shares or $20 million FMV daily or (ii) 20 million shares or $200 million FMV monthly) are required to file an initial Form 13H with the SEC within 10 days of triggering the threshold. Large traders also need to amend Form 13H annually within 45 days of year-end and make quarterly update filings to the extent that information changes.
Policy Notice: SEC Regulation S-P requires current privacy policies to be circulated annually to RIA clients. However, pursuant to the ‘‘FAST Act,” investment advisers, among others, may no longer be required to send annual privacy notices if the investment advisers do not share non-public personal information with third parties for marketing purposes.
Operator Exemption: Advisers relying on the exemption from registration with the CFTC pursuant to the "de minimis exemption" of CFTC Regulation 4.13(a)(3), must reaffirm their claim of exemption with the National Futures Association each year annually within 60 days of the end of the calendar year.