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On Friday, March 13, 2020, the U.S. Securities and Exchange Commission (the “SEC”) released an order, pursuant to its “public interest” powers under Section 206A of the Investment Advisers Act of 1940, as amended, providing investment advisers impacted by COVID-19 with relief from certain filing deadlines (the “Order”).

The Order relieves certain SEC registered investment advisers and exempt reporting advisers from Form ADV and Form PF filing and delivery deadlines that would otherwise fall between March 13, 2020 and April 30, 2020. In order to claim relief under the Order, an investment adviser must meet the following conditions:

a) the investment adviser must be unable to meet a filing deadline or delivery requirement due to circumstances related to current or potential effects of COVID-19;

b) the investment adviser relying on the Order with respect to the filing and/or delivery requirements of Form ADV or supplements thereto, must promptly (1) email the SEC at IARDLive@sec.gov and (2) disclose on its public website or, if it does not maintain a public website, otherwise notify its clients and private fund investors of, the following information:

• that the investment adviser is relying on the Order;
• a brief description of the reasons why the investment adviser could not file or deliver its Form ADV on a timely basis; and
• the estimated date by which it expects to file or deliver the Form ADV.

c) the investment adviser relying on the Order with respect to the filing requirements of Form PF must promptly e-mail the SEC at FormPF@sec.gov stating:

• that the investment adviser is relying on the Order;
• a brief description of the reasons it could not file its Form PF on a timely basis; and
• the estimated date by which it expects to file the Form PF.

d) the investment adviser must file the Form ADV and Form PF, as applicable, and deliver the brochure (or summary of material changes) and brochure supplements as soon as practicable, but not later than 45 days after the original due date for filing or delivery, as applicable.

The Order is Release No. 5463, available here.

Before taking advantage of the relief provided by the Order, investment advisers should carefully consider the benefits as well as potential consequences of such reliance, including those stemming from the Order’s public disclosure requirements.

For more information on the topic discussed, contact:

• Michael G. Tannenbaum  |  tannenbaum@thsh.com  |  212-508-6701
• Wayne H. Davis  |  davis@thsh.com  |  212-508-6705
• Michele Itri  |  itri@thsh.com  |  212-508-6732
• Beth Smigel  |  smigel@thsh.com  |  212-702-3176