[Federal Register Volume 85, Number 61 (Monday, March 30, 2020)]
[Notices]
[Pages 17609-17610]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-06519]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. IA-5469/March 25, 2020]


Order Under Section 206a of the Investment Advisers Act of 1940 
Granting Exemptions From Specified Provisions of the Investment 
Advisers Act and Certain Rules Thereunder

    On March 13, 2020, in response to the potential effects of 
coronavirus disease 2019 (COVID-19), the Securities and Exchange 
Commission (the ``Commission'') issued an order \1\ (the ``Original 
Order'') pursuant to its authority under Section 206A of the Investment 
Advisers Act of 1940 (the ``Advisers Act'' or ``Act'') granting 
exemptions from certain provisions of that Act and the rules 
thereunder. The Commission has been monitoring the effects of COVID-19 
and is now extending the exemptions with certain modifications in light 
of its current understanding of the circumstances. The health and 
safety of all participants in the securities markets is of paramount 
importance, and the Commission recognizes that investment advisers and 
other market participants continue to face challenges in meeting the 
requirements of the federal securities laws addressed in the Original 
Order in a timely manner. For this reason and the reasons stated in the 
Original Order, the Commission finds that extending the exemptions, 
pursuant to its authority under Section 206A of the Advisers Act, is 
necessary and appropriate in the public interest and consistent with 
the protection of investors and the purposes fairly intended by the 
policy and provisions of the Advisers Act, and necessary and 
appropriate to the exercise of the powers conferred on it by the 
Advisers Act. The necessity for prompt action of the Commission does 
not permit prior notice of the Commission's action. This Order 
supersedes the Original Order.
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    \1\ Investment Advisers Act Release No. 5463 (Mar. 13, 2020), 
available at https://www.sec.gov/rules/other/2020/ia-5463.pdf.
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I. Time Period for the Relief

    The relief specified in this Order is limited to filing or delivery 
obligations, as applicable, for which the original due date is on or 
after the date of the Original Order but on or prior to June 30, 2020. 
The Commission intends to continue to monitor the current situation. 
The time period for any or all of the relief may, if necessary, be 
extended with any additional conditions that are deemed appropriate, 
and the Commission may issue other relief as necessary or appropriate.

II. Form ADV and Form PF Filing Requirements for Registered Investment 
Advisers and Exempt Reporting Advisers

    As we observed in the Original Order, disruptions resulting from 
COVID-19 could hamper the efforts of investment advisers to timely meet 
certain filing and delivery deadlines. At the same time, advisory 
clients and the Commission have an interest in the timely availability 
of required information about investment advisers, and we remind 
investment advisers who rely on this Order to continue to evaluate 
their obligations, including their fiduciary duty, under the federal 
securities laws. In light of our current understanding of the 
nationwide scope of COVID-19's disruptions to businesses and everyday 
activities, and the uncertainty as to the duration of these 
disruptions, we are removing the Original Order's conditions that an 
investment adviser that intends to rely upon the relief must (i) 
include, in its email correspondence to Commission staff and on its 
website, as applicable,

[[Page 17610]]

why it is unable to meet a filing deadline or delivery requirement and 
(ii) provide an estimated date of filing or delivery completion.
    It is ordered, pursuant to Section 206A of the Advisers Act:
    For the time period specified in Section I, a registered investment 
adviser is exempt from the requirements: (a) Under Rule 204-1 under the 
Advisers Act to file an amendment to Form ADV; and (b) under Rule 204-
3(b)(2) and (b)(4) related to the delivery of Form ADV Part 2 (or a 
summary of material changes) to existing clients, where the conditions 
below are satisfied;
    For the time period specified in Section I, an exempt reporting 
adviser is exempt from the requirements under Rule 204-4 under the 
Advisers Act to file reports on Form ADV, where the conditions below 
are satisfied; and
    For the time period specified in Section I, a registered investment 
adviser that is required by Section 204(b) of and Rule 204(b)-1 under 
the Advisers Act to file Form PF is exempt from those requirements, 
where the conditions below are satisfied.

Conditions

    (a) The registered investment adviser or exempt reporting adviser 
is unable to meet a filing deadline or delivery requirement due to 
circumstances related to current or potential effects of COVID-19;
    (b) The investment adviser relying on this Order with respect to 
the filing of Form ADV or delivery of its brochure, summary of material 
changes, or brochure supplement required by Rule 204-3(b)(2) or (b)(4), 
promptly notifies the Commission staff via email at [email protected] 
and discloses on its public website (or if it does not have a public 
website, promptly notifies its clients and/or private fund investors) 
that it is relying on this Order.
    (c) Any investment adviser relying on this order with respect to 
filing Form PF required by Rule 204(b)-1 must promptly notify the 
Commission staff via email at [email protected] stating that it is relying 
on this Order.
    (d) The investment adviser files the Form ADV or Form PF, as 
applicable, and delivers the brochure (or summary of material changes) 
and brochure supplement required by Rule 204-3(b)(2) and (b)(4) under 
the Advisers Act, as soon as practicable, but not later than 45 days 
after the original due date for filing or delivery, as applicable.

    By the Commission.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2020-06519 Filed 3-27-20; 8:45 am]
 BILLING CODE 8011-01-P