May 14, 2008
Dear SEC -
Congratulations on your outstanding work on proposed amendments to Form ADV. I endorse this huge step forward in protecting investors.
I am writing to make one small comment. In the section entitled "Delivery to Clients", you state:
"As provided under the current rule, advisers would not be required to deliver brochures to certain advisory clients receiving only impersonal investment advice or to clients that are investment companies registered under the Investment Company Act of 1940."
I believe that your citation of the current rule is in error. Current Rule 204-3(b)(2) reads:
"Delivery of the statement required by paragraph (1) need not be made in connection with entering into (i) an investment company contract or (ii) a contract for impersonal advisory services."
The rule does not make any distinction between registered and unregistered investment companies, and it is available in connection with entering into an advisory contract REGARDLESS of whether the investment company is registered.
Thus if your intention is (as you state) to continue "As provided under the current rule," then you should clarify that investment advisers entering into contracts with either REGISTERED OR UNREGISTERED investment companies do not have to provide a brochure to its client (the investment company).