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Federally Covered Advisers – State Notice Filings and Investment Adviser Representative Registration Concerns under COVID-19

In light of the COVID-19 pandemic, many federally registered investment advisers have moved to temporary remote working arrangements. As a result of these temporary offices, advisers are faced with registration and licensing issues with states where employees are now working. In general, states can be very aggressive in pursuing fines for failing to properly register firms or employees in a particular state. In addition, certain exemptions from state notice filings, licensing and registrations hinge on whether the investment adviser is deemed to have a place of business in a particular jurisdiction.

While the SEC and CFTC have taken action to provide relief for temporary remote working arrangements (see links below), only some states have provided relief. As a result, firms are faced with deciding whether to notice file/register with their upcoming Form ADV filing (March 30 for December 31 fiscal year-end firm).

The North American Securities Administrators Association (“NASAA”) has created a website which provides links to the various states which have provided relief thus far. The link can be found here.

We encourage clients to use the NASAA website as a resource and contact their state regulators as necessary.

© 2020 Vedder Price

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About this Author

Joseph Mannon, Investment Lawyer, Vedder Price Law Firm
Shareholder

Joseph M. Mannon is a member of Vedder Price P.C.’s Investment Services group.

Mr. Mannon focuses his practice on legal and compliance matters for investment advisers, mutual funds, closed-end funds and unregistered vehicles such as hedge funds, hedge fund of funds and other investment entities.  With regard to unregistered vehicles, he frequently counsels clients on fund formation and structuring matters for funds organized both in the United States and abroad.  He also counsels clients on issues relating to commodity trading advisers and...

312-609-7883
Jeff VonDruska Investment Services Lawyer Vedder
Associate

Jeff VonDruska is an Associate in the Chicago office of Vedder Price and a member of the firm’s Investment Services practice group.

His practice includes the representation of investment advisers, family offices, private funds, registered mutual funds, closed-end funds, exchange-traded funds and other financial institutions on a broad range of legal, regulatory, governance, formation, and compliance matters.

Mr. VonDruska has significant experience in regulatory and compliance matters affecting investment advisers, including registration and marketing. He also counsels clients with respect to examinations and investigations conducted by the Securities and Exchange Commission and other regulators.

Prior to joining Vedder Price, Mr. VonDruska worked as counsel for a large fund of hedge funds adviser, focusing primarily on the legal due diligence aspect of the firm’s investment program and with responsibility over numerous regulatory compliance matters.

While in law school, Mr. VonDruska served as a judicial extern to the Honorable John W. Darrah of the U.S. District Court for the Northern District of Illinois and to the Honorable Charles R. Winkler of the Circuit Court of Cook County and served as a staff editor for The John Marshall Law Review.

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