In response to the disruptions caused by coronavirus 2019 (COVID-19), the SEC issued an order (Order) on March 13, 2020 which grants registered investment advisers (RIAs) and exempt reporting advisers (ERAs) a temporary exemption from certain filing and delivery requirements imposed by the Investment Advisers Act of 1940.
RIAs and ERAs with a fiscal year end of December 31 would normally be required to file an annual update to Form ADV by March 30, 2020 (and RIAs would be required to deliver an updated Form ADV Part 2A brochure to clients by April 29, 2020), and RIAs who manage private funds with aggregate assets of at least $150 million would normally be required to file Form PF by April 29, 2020. For any such filing or delivery requirement, the SEC has delayed the due date by 45 days from the original date if the following conditions are met:
- The RIA or ERA is unable to meet a filing deadline or delivery requirement due to circumstances related to current or potential effects of COVID-19.
- The RIA or ERA relying on the Order with respect to the filing or delivery of Form ADV promptly provides the SEC 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 and/or private fund investors of) the following information: (a) that it is relying on the Order; (b) a brief description of the reasons why it could not file or deliver its Form ADV on a timely basis; and (c) the estimated date by which it expects to file or deliver the Form ADV.
- The RIA relying on the Order with respect to filing Form PF must promptly notify the SEC via email at FormPF@sec.gov stating: (a) that it is relying on the Order; (b) a brief description of the reasons why it could not file its Form PF on a timely basis; and (c) the estimated date by which it expects to file the Form PF.
- The RIA or ERA files the Form ADV or Form PF, as applicable, and delivers the brochure, as soon as practicable, but not later than 45 days after the original due date for filing or delivery, as applicable.
The SEC stated that it intends to continue to monitor the situation and the time period for the relief granted in the Order may, if necessary, be extended with any additional conditions that are deemed appropriate.