sec eXAMINATION SUPPORT

Under Dodd-Frank, private fund advisers with more than $150 million in assets under management will generally be required to register with the SEC in the first quarter of 2012 and will be subject to all regulatory requirements under the Investment Advisers Act. Advisers solely to "venture capital funds," as newly defined, and advisers solely to private funds with less than $150 million AUM, will be exempt from registration but will be required to submit reports to the SEC and will be subject to examination and certain limited regulatory requirements under the Investment Advisers Act. Advisers who meet the new "family office" definition will be exempt from registration and reporting.


CORE provides resources, expertise and support to help private fund advisers navigate these unprecedented regulatory changes and the challenges they will encounter as a regulated firm. CORE provides general regulatory consultation/guidance, including a review of firm activities to determine whether an exemption from registration is available or whether registration with the SEC or a state regulator(s) is required. Based on this review, we provide the following specific services below:

For private equity and other private fund advisers requiring registration:

  • Checklist of all regulatory requirements for registered advisers;
  • Guidance on selection of Chief Compliance Officer;
  • Assistance in developing policies & procedures, including standard controls, monitoring and testing procedures;
  • Assistance in preparing initial registration statement and disclosure documents; and
  • General information about SEC exams, what to expect and how to prepare.

For venture capital fund advisers:

  • Review PPMs/offering documents, partnership agreements, organizational documents, RFPs/DDQs, marketing/investor relations materials to ensure funds are “held out” as pursuing venture capital strategy, as required to meet and maintain this exemption;
  • Assistance supporting and documenting their reliance on the venture capital exemption in a manner that can stand up to regulatory scrutiny;
  • Establish controls/tools to ensure compliance with venture capital definition going forward;
  • Checklist of all regulatory requirements for Exempt Reporting Advisers;
  • Assistance in developing required policies & procedures, including standard controls, monitoring and testing procedures;
  • Guidance on whether they need a Chief Compliance Officer or other compliance staff to implement these procedures; and
  • Assistance in preparing initial short-form regulatory report.

Section Title

For private fund advisers with less than $150 million in assets:

  • Checklist of all regulatory requirements for Exempt Reporting Advisers;
  • Assistance in developing required policies & procedures, including standard controls, monitoring and testing procedures;
  • Guidance on whether they need a Chief Compliance Officer or other compliance staff to implement these procedures; and
  • Assistance in preparing initial short-form regulatory report.