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House Passes Bill Exempting Private Advisers From Registration

On December 4, 2013, the House of Representatives passed a bill that would exempt most private equity fund advisers from registering with the SEC. The bill would create an exemption to the registration requirements of the Advisers Act for investment advisers to private equity funds, provided that each such fund has not borrowed and does not have outstanding a principal amount in excess of twice its invested capital commitments. The bill directs the SEC to enact final rules addressing reporting and recordkeeping requirements for exempt advisers and defining the term “private equity fund.” The Senate has not proposed a companion bill. The Executive Office of the President issued a Statement of Administration Policy stating that “if the President were presented with H.R. 1105, his senior advisors would recommend that he veto the bill.”

Sources: H.R. 1105, Small Business Capital Access and Job Preservation Act (November 22, 2013); House Passes Bill Exempting Private Advisers from Registration, Bloomberg Securities Regulation & Law Report (December 9, 2013); Statement of Administration Policy, Executive Office of the President (December 3, 2013). 

Copyright © 2020 Godfrey & Kahn S.C.National Law Review, Volume IV, Number 44


About this Author

Susan Hoaglund, Investment Management Attorney, Godfrey Kahn law firm

Susan Hoaglund is a member of the Investment Management Practice Group. Susan provides advice to investment advisers, investment companies, broker-dealers and banks regarding legal, regulatory and compliance matters.

Chris Cahlamer Investment Management Attorney

Chris Cahlamer is the team leader of the firm’s Investment Management Practice Group, where he practices in investment management and securities law, focusing on investment companies, investment advisers, regulatory examinations, new product development, SEC compliance and reporting obligations, CCO support, private fund formation and operation, investment company reorganizations, investment advisor mergers and acquisitions, and general corporate and board fiduciary issues.

Chris earned his law degree, summa cum laude, at Marquette University Law School. While there, he received the Corporate Practice Institute Award and served as senior articles editor on the Marquette Law Review. He completed his undergraduate education at St. Norbert College, graduating as a member of the honors program and earning his bachelor’s degree, summa cum laude, in international economics and political science.

Chris is a member of the State Bar of Wisconsin and the American Bar Association.

Carol A. Gehl, Securities Law Attorney, Godfrey and Kahn law firm

Carol Gehl is a shareholder and the team leader of the Securities Practice Group in the Milwaukee office.

Carol’s practice is focused on investment management entities, including mutual funds, hedge funds, investment advisers and broker-dealers throughout the nation. During the last number of years, Carol has facilitated the organization of numerous mutual funds, hedge funds and investment advisers; assisted in SEC and FINRA examinations of regulated entities; provided ongoing advice to mutual fund Boards of Directors; and assisted with several mergers of investment advisers and...