Proposed SEC Private Fund Advisers Rules

On February 9, 2022 the SEC released a proposed rule that would apply to private fund advisers, “Private Fund Advisers: Documentation of Registered Investment Adviser Compliance Reviews.”

We submitted a comprehensive comment letter to the SEC on April 25, 2022; the letter is available below. All comments submitted to the SEC are available here.

ILPA is broadly supportive and aligned with the aims underlying the SEC proposals. Here are the basics on the rule you need to track and where ILPA is focusing its efforts on behalf of members:

ILPA continues to steadily engage with our members, industry participants and the SEC on the proposed rule and its impact on LPs.

Direct engagement with the SEC. ILPA has engaged directly with the SEC—including through meetings with the Rulemaking and Economic Analysis staff as well as Chair Gensler—to clarify aspects of ILPA’s positions.

Additional data collection and guidance. Through a targeted survey and small group discussions, ILPA is gathering additional information from LPs on topics such as negotiations and bargaining dynamics, shifts in fund terms over time, transparency of fees and expenses and much more.

Sharing our insights. By the end of 2022, ILPA will provide this additional data and insight to the SEC to be considered ahead of the final rulemaking next year and make this valuable information available to members and the broader industry as a resource, to educate and inform on how regulation can better meet LP needs.

ILPA looks forward to continuing this work as the SEC works towards a final rule proposal. Email [email protected] with questions.

ILPA Final Comment Letter – ILPA’s comment letter submitted to the SEC on April 25, 2022.

ILPA Position Summary – ILPA’s Position Summary describe ILPA’s view point on each provision in the proposed rule

Five Proposals to Monitor – A one page guide to the five proposals within the SEC Private Fund Adviser rules that LPs should monitor

March 22 Roundtable Materials – On March 22, ILPA held a members-only roundtable to discuss LP responses to specific provisions within the proposed rule

March 8 Webcast Link – On March 8, ILPA held a webcast featuring a conversation between Melissa Harke, Senior Special Counsel at the SEC and Heather Traeger, COO at Texas TRS to discuss the intent behind the rule provisions

Statement from ILPA's CEO Steve Nelson regarding the proposed rules – ILPA’s CEO expressed appreciation that the SEC has proposed rules with the goal of strengthening transparency and alignment of interest in private markets