Asher headshot.jpgCONTRIBUTED BY
Asher Bearman

Important news out of the SEC this week for investment advisers who are now registering or filing reports as exempt reporting advisers (ERAs) courtesy of the new Dodd-Frank requirements.  The SEC posted a new FAQs on its website regarding Form ADV filings that would require fund managers to report officer and ownership information for each general partner entity on Schedules A and B (the same as what is required for the management company filing the Form ADV).  Evidently, the SEC believes this is the case even in an ‘umbrella filing’ situation where the management company files one ADV and reports its controlled entities as part of that single form.  To date, I doubt many (if any) fund managers reported GP information on their filings.  This is a signifcant concern given the last-minute nature of this FAQ (in light of the March 30th filing date) and the sensitivity of reporting general partner information publicly. 

The NVCA had a good summary recommendation for those considering what to do in light of these new SEC instructions in its recent release to its members:

Given (1) that many groups view GP entity ownership information as confidential and sensitive, (2) the logistical and practical difficulties of gathering certain information from partners and members of GP entities who may no longer be with the firm (e.g., information regarding date of birth) and (3) the impending March 30 filing deadline, we recommend that you consult with your fund counsel to discuss the reporting of your GP entities.