May 27, 2020

May 26, 2020

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SEC Provides Temporary Relief for Registered Investment Advisers Affected by the Coronavirus (COVID-19)

On March 13, 2020, the Securities and Exchange Commission (SEC) announced the issuance of an order (the Order) that provides temporary relief under certain provisions of the Investment Advisers Act of 1940 (Advisers Act) for registered investment advisers (RIAs) affected by the outbreak of the coronavirus, also known as COVID-19. The SEC acknowledged the disruptions the COVID-19 outbreak may cause to RIAs’ access to facilities, personnel and third-party service providers in order to comply with their obligations under the Advisers Act. 

Pursuant to the Order:

  • RIAs are exempt from the requirements under Rule 204-3(b)(2) and (b)(4) of the Advisers Act to file an amendment to Form ADV under Rule 204-1 of the Advisers Act, or deliver Form ADV Part 2 (or a summary of material changes) to existing clients;

  • Exempt reporting advisers are exempt from the requirements under Rule 204-4 of the Advisers Act to file reports on Form ADV; and

  • RIAs are exempt from the requirements under Section 204(b) of and Rule 204(b)-1 of the Advisers Act to file Form PF. 

The Order provides that RIAs affected by COVID-19 will have an additional 45 days to fulfill their filing or delivery obligations, as applicable, that would otherwise have been due within the period from and including March 13, 2020 to April 30, 2020.

If necessary, the SEC may further extend the time period for the relief, with any additional conditions it deems appropriate, or provide additional relief as circumstances warrant.

RIAs wishing to rely on the Order must promptly notify the SEC, and disclose on their websites or notify their clients (if in connection with the obligations under Rule 204-3(b)(2) and (b)(4)), (i) that they are relying on such Order; (ii) why they could not file or deliver by the original due date; and (iii) when they expect to file or deliver. 

In addition, on the same day, the SEC also issued another order to provide relief under the Investment Company Act of 1940 for registered management investment companies, closed-end investment companies, business development companies, and unit investment trusts that have been affected by the COVID-19 outbreak. Such order provides relief related to in-person board meetings as well as several filing requirements.

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About this Author

Shant Chalian Investment Lawyer Robinson Cole Law Firm

Shant Chalian is chair of the firm's Investment Management practice. His overall practice is focused on fund formation, mergers and acquisitions, venture capital, and securities. He assists a range of clients, including private equity and hedge funds and their sponsors, large corporations, middle-market companies, family owned businesses, and venture capital groups.

Investment Management

Shant works with sponsors in connection with the formation and capitalization of private equity and hedge funds of varying sizes and strategies, including buyout funds, co-...

Eric Kogan Business Transaction Attorney Robinson+Cole

Eric Kogan is co-chair of the firm's Business Transactions Group and a member of its Managing Committee. He represents clients in a broad range of corporate, strategic, financial, and commercial transactions, and he provides business counseling for corporate clients as well as for entrepreneurs. In the 2019 Edition of CHAMBERS USA: America's Leading Lawyers for Business, Eric is described by clients as "a consummate professional" who "rolls up his sleeves and helps us achieve our objective." Over the past five years, he has led more than 30 transactions with an aggregate value in excess of $2 billion.

Mergers and Acquisitions

Eric has two decades of experience handling complex mergers and acquisitions, acting for both strategic and financial interests. He leads teams of M&A lawyers, as well as lawyers from allied practice groups, to provide comprehensive solutions to our clients' most challenging transactions. He counsels clients in various industries, including digital media, retail and luxury consumer goods, manufacturing, and technology and software companies, and he has handled hundreds of transactions throughout his career. Eric has assisted The Nielsen Company, a global information and measurement company, with several transactions, such as its acquisition of Visual IQ, Inc. He recently handled a transaction involving a substantial long-term investment by LeBaronBrown Industries in Charkit Chemical Company.

Venture Capital and Emerging Companies

Eric has significant experience working with start-up, emerging, and fast growth companies at all stages of the business cycle, from seed capital and venture finance to exit strategy. He represents venture capital investors in debt and equity financings and buy outs, and regularly advises their portfolio companies on the legal issues they face throughout their growth cycle. Eric has extensive experience assisting clients with investments and preferred stock financing, including representation of Zillion Group, Inc., a provider of interactive healthcare management SAAS services, in connection with its Series C Preferred Stock financing.

Private Equity

Eric also represents private equity investors in debt and equity financings and buy outs. He advises middle and lower middle market buyout funds, growth equity funds, hedge funds and their respective portfolio companies, principals, sponsors and investors (including Small Business Investment Companies), on investments, exit strategies, and innovative financing techniques.


Eric regularly represents international clients in connection with the corporate, commercial, and regulatory issues they face doing business in the United States, and he also advises his clients in their cross-border business transactions. He represents U.S. and foreign-based clients in connection with strategic joint ventures, multinational transactions, and the structure and terms of contracts for purchase, sale, and distribution of products and services.

Anna Jinhua Wang Markets & Securities Attorney Robinson + Cole Law Firm

Anna Jinhua Wang, a member of the firm’s Business Transactions Group, assists clients with capital markets and securities law, mergers and acquisitions, and general corporate matters. She is fluent in Mandarin and Cantonese.

Capital Markets and Securities

Anna has a decade of experience helping public and private companies in capital market and securities-related matters. She represents clients across a range of industries, from emerging to established companies, and she helps them identify and secure sources of capital. She advises clients on capital...