New York (HedgeCo.net) – On October 31, 2011, the Securities and Exchange Commission (“SEC”) adopted new rules under the Commodity Exchange Act and the Investment Advisers Act of 1940 to implement provisions of Title IV of the Dodd-Frank Wall Street Reform and Consumer Protection Act.
The new rules requires investment advisers that advise one or more private funds and have at least $150 million in regulatory assets under management (“RAUM”)[1] attributable to private funds at the end of its most recent fiscal year to file Form PF periodically with the SEC.
The following are the new requirements for filing frequency and first filing deadlines for advisers:
| RAUM Attributable to Hedge Funds | Filing Frequency | First Filing Deadline |
| Less than $150 million | No filing required | No filing required |
| $150 million – $1.5 billion | Annually, within 120 days after end of fiscal year. | April 30, 2013 |
| $1.5 billion – $5 billion | Quarterly, within 60 days after end of fiscal quarter. | February 28, 2013 |
| $5 billion or more | Quarterly, within 60 days after end of fiscal quarter. | August 31, 2012 |
For advisers with RAUM that is attributable to private equity funds, liquidity funds and registered money market funds, the threshold RAUM varies. Additionally, the specific sections of the Form PF that an adviser must complete depend on the amount of RAUM.
The Form PF is legally complex, time-consuming and requires voluminous data collection and preparation. As such, we recommend that those advisers who are required to file Form PF plan ahead and begin to develop an internal process for obtaining the required information.
If you would like to view the Adopting Release, please visit:http://www.sec.gov/rules/final/2011/ia-3308.pdf. If you would like to view a copy of the Form PF, please visit: http://www.sec.gov/rules/final/2011/ia-3308-formpf.pdf.
[1] Form PF instructs advisers to calculate RAUM in accordance with Part 1A, Instruction 5.b of Form ADV. Advisers are not permitted to subtract any outstanding indebtedness or other accrued fees or expenses that remain in the account. Moreover, all of the assets of a private fund should be treated as a “securities portfolio” regardless of the nature of such assets.
