Electronic Filing for Investment Advisers on IARD
Oct. 12, 2017
Welcome to the Investment Adviser Registration Depository (IARD) Homepage with current information about IARD, electronic filing and related information for SEC Registered Investment Advisers and SEC Exempt Reporting Advisers.
- If you want to register as an investment adviser with the SEC or file reports with the SEC as an exempt reporting adviser, check the information under "How To Register/File Reports."
- If you have your IARD ID and password and want to access IARD, click "https://crd.finra.org/iad" to reach the log-in webpage.
- If you want information on investment advisers, check "Adviser Info on IAPD."
IARD System Availability
The IARD system is available Monday through Friday from 5:00 a.m. to 11:00 p.m. (Eastern Time). In general, the IARD system is not available on days the securities markets are closed and for several days during the end of December (to process renewals of state notice filings and registrations). During these periods, advisers will not be able to submit filings through the IARD system. Please refer to the IARD Availability Schedule, http://www.iard.com/availability.asp, for detailed weekend and holiday availability.
IARD Availability on March 31 for Form ADV Annual Updating Amendment Deadline
Please be advised that the Investment Adviser Registration Depository (IARD) system will be open on Saturday, March 31, 2018, from 8am-6pm Eastern Time. On that date, advisers will be able to submit filings, including amendments to Form ADV. If an adviser’s fiscal year ended on December 31, 2017, that adviser will be able to file its Form ADV Annual Updating Amendment on March 31, 2018, in order to meet the requirement to file within 90 days after the end of its fiscal year. If you have questions, please email IARDLIVE@sec.gov.
Protecting Personal Information in Form ADV filings
Firms are required to provide complete, up-to-date and accurate information on Form ADV Filings. Some of the information required to complete these Filings is personal information. Please review the following guidance on how to protect this information.
- Personal Information Required
As a matter of course, some personal information is required to complete the Filings. Required personal information is entered into specific, defined text fields, where the inclusion of such data is expected. This allows for protection of those fields from inadvertent disclosure.
- Personal Information May Be Required
Sometimes Filings require that you enter information that in some instances may be personal information. For example, Form ADV Schedule A asks for “S.S.No. and Date of Birth” if a CRD No. does not exist. If “S.S.No. and Date of Birth” are entered in such circumstances, Form ADV provides a means to identify this field as personal information by selecting the “SSN” button next to the field. If the button is selected, this field will be identified as personal information and it will allow for protection from inadvertent disclosure.
- Personal Information Not Required
Filings frequently solicit information in response to a more general question that does not require personal information. For example, Form ADV Schedule D Miscellaneous section is a free text field that allows filers to enter a response in narrative format in order to explain a previous response to an Item or to provide any other information. When providing a narrative response in a free text field such as this, do not include personal information specific to any individual or account. Instead, use descriptive information that does not include personal information to provide the complete, up-to-date and accurate required response.
Remember to only provide personal information about individuals in response to specific questions that solicit that information. When responding to more general questions that accept narrative responses, use terms that do not disclose personal information.
Deferral of Effective Date for Certain SEC Adviser Applications
Applications for SEC registration on Form ADV filed on or after November 19, 2017 will not be declared effective before January 2, 2018 absent filer requests to the contrary. Filers can request that approval not be deferred on Schedule D of Form ADV (in the Miscellaneous section). The Commission will, however, act on all registration applications within 45 days of filing as required by section 203(c)(2) of the Advisers Act.
The staff is deferring the effective date of initial registration applications filed late in the year in order to alleviate a filing burden that could affect new applicants with a fiscal year ending December 31. Each adviser, once its SEC registration is effective, must file an annual updating amendment within 90 days after the close of its fiscal year. Therefore, if a new applicant for SEC registration with a December 31 fiscal year end filed its initial Form ADV in late November 2017 and the SEC declared its registration effective during the month of December 2017, the new registrant's first annual updating amendment would be due in March 2018, only a few months after the initial filing. The result of deferring the effective date means that an adviser with a December 31 fiscal year end, applying for initial SEC registration late in the year, will file its first annual updating amendment no later than March 31, 2019. Please call the SEC Registrations Branch with questions (202-551-7250).
Amendments to Form ADV and Investment Advisers Act Rules
The Securities and Exchange Commission ("Commission") has adopted amendments to Form ADV and that are designed to provide additional information regarding advisers, including information about their separately managed account business, incorporate a method for private fund adviser entities operating a single advisory business to register using a single Form ADV, and make clarifying, technical and other amendments to certain Form ADV items and instructions. The Commission has also adopted amendments to the Advisers Act books and records rule and technical amendments to several Advisers Act rules to remove transition provisions that are no longer necessary. Specific information about these amendments, including effective and compliance dates, may be found in the final rule release (Investment Advisers Act Release No. 4509 (IA-4509)). The final rule release is available at: https://www.sec.gov/rules/final/2016/ia-4509.pdf.
Rules Adopted to Implement Dodd-Frank Act Amendments to the Investment Advisers Act
The Commission has adopted new rules and rule amendments under the Investment Advisers Act of 1940 to implement provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act. This release (Investment Advisers Act Release No. 3221 (IA-3221)) is available at http://www.sec.gov/rules/final/2011/ia-3221.pdf. These rules and rule amendments:
- Implement provisions of Title IV of the Dodd-Frank Act by, among other things, requiring advisers to hedge funds and other private funds to register with the SEC, reallocating regulatory responsibility for advisers between the SEC and states (including raising the assets under management threshold to register with the SEC to $100 million), and requiring reporting by certain investment advisers to private funds that are exempt from registration (“Exempt Reporting Advisers”) (The Commission’s new rules implementing the two new exemptions from registration on which Exempt Reporting Advisers rely (as well as a new exemption for “foreign private advisers”) are contained in Investment Advisers Act Release No. 3222 (IA-3222), which is available at http://www.sec.gov/rules/final/2011/ia-3222.pdf.);
- Amend the Commission‘s pay to play rule and address a number of other changes made by the Dodd-Frank Act;
- Amend Form ADV to collect information about private funds and to improve other data collected to support the Commission’s risk-assessment program;
- Implement a transitional period that delays the SEC registration requirement for advisers to private funds until March 30, 2012; and
- Implement a transitional period for certain SEC “mid-sized advisers” (advisers with assets under management between $25 million and $100 million) that requires these advisers to remain registered with the SEC until January 1, 2012 and delays the requirement for these advisers to switch from SEC to state registration until the first half of 2012 (mid-sized advisers not eligible for SEC registration should be withdrawn from SEC registration by June 28, 2012). Additional staff guidance relating to mid-sized advisers is available at http://www.sec.gov/divisions/investment/midsizedadviserinfo.htm.
Specific information about these changes, including effective and compliance dates of these and other various requirements, may be found in the IA-3221 adopting rule release.
IARD System Fees
Advisers registering or registered with the SEC. The Commission has approved initial registration and annual IARD filing fees for investment advisers registered with the Commission or applying for registration with the Commission (see Release No. IA-3126). SEC-registered investment advisers will have to pay the fee associated with their Annual Updating Amendments filed on or after January 1, 2011. For the same period, investment advisers filing with the Commission for initial registration on the IARD will have to pay the initial registration fee. Fees are charged based on your firm's assets under management. Fees must be credited to your firm's IARD Daily Account before you can submit your filing. No fee is charged for filing an electronic amendment to Form ADV unless it is an Annual Updating Amendment. No fee is charged for electronically filing Form ADV-W. Investment advisers registered with the Commission or applying for registration with the Commission will still be subject to applicable state notice filing fees associated with any amendment or initial registration filing.
|Assets Under Management||Initial
|Annual Updating Amendment Fee|
|$100 million or more||$225||$225|
|$25 million to $100 million||$150||$150|
|Less than $25 million||$40||$40|
Exempt reporting advisers filing reports with the SEC. The Commission has approved initial report and annual IARD filing fees for exempt reporting advisers filing reports with the Commission (see Release No. IA-3305 at http://www.sec.gov/rules/other/2011/ia-3305.pdf). Fees must be credited to your Firm's IARD Daily Account before you can submit your filing. No fee is charged for filing an electronic amendment to Form ADV unless it is an Annual Updating Amendment. No fee is charged for electronically filing a Final Report.
Exempt Reporting Adviser Fees:
- $150 for each Initial Report
- $150 for each Annual Updating Amendment
Form ADV-E to be Filed Electronically through IARD
The IARD system was upgraded to accept Form ADV-E on November 8, 2010 and all Form ADV-E’s must be filed electronically through IARD after this date. Form ADV-E filing instructions may be found in the IARD Quick Reference Guides (http://www.iard.com/UserSupport.asp). More information about this topic may be found in the Adviser Custody Rule and Related Form ADV Changes Adopted for SEC Advisers section below.
Form ADV, Part 2 Brochure Rule Revisions Adopted for SEC Advisers
In July 2010 the SEC adopted amendments to Form ADV, Part 2 and rules 203-1, 204-1, 204-2, and 204-3 under the Investment Advisers Act of 1940. The adopting release for the amended rules can be found at http://www.sec.gov/rules/final/2010/ia-3060.pdf. The adopting release contains the text of the rule, information about the rule and the compliance dates for various parts of the rule. Part 2 is available at http://www.sec.gov/about/forms/formadv-part2.pdf.
The adopted amendments replace Form ADV, Part II with Form ADV, Part 2. The adopted amendments change the format from a check-the-box format to a plain English narrative format, add and revise questions on the form, require electronic filing of the form on IARD, and require brochure supplements for certain supervised persons be provided to clients.
Adviser Custody Rule and Related Form ADV Changes Adopted for SEC Advisers
In December 2009 the SEC adopted amendments to rule 206(4)-2, the custody rule under the Investment Advisers Act of 1940. The effective date of the amended rule is March 12, 2010. The adopting release for the amended rule can be found at http://www.sec.gov/rules/final/2009/ia-2968.pdf. The adopting release contains the text of the rule, information about the rule and the compliance dates for various parts of the rule.
The SEC also adopted amendments to Items 7 and 9 of Form ADV, Sections 7 and 9 of Schedule D to Form ADV, and Instructions to Form ADV-E. SEC-registered investment advisers must provide responses to the revised Form ADV in their first annual amendment after January 1, 2011. The IARD system has been upgraded to accept Form ADV-E, accountants performing surprise examinations must file Form ADV-E electronically through the IARD system.
The staff of the Division of Investment Management has prepared responses to questions about the amended custody rule which are available on the SEC’s web site at http://www.sec.gov/divisions/investment/custody_faq_030510.htm in the section entitled “Staff Guidance and Studies.” Additional responses may be added from time to time. These responses are not a rule, regulation, or statement of the Securities and Exchange Commission, and the SEC has neither approved nor disapproved this information.
IARD Upgraded to Notify Advisers By EMail
On October 31, 2005, the IARD system was enhanced to add an email alert and reminder function. With this email function, each SEC-registered investment adviser will receive email reminders of certain filing deadlines as well as email notices of SEC regulatory and compliance information, if the adviser supplies the email address of its chief compliance officer and/or contact employee in its response to Part 1A, Item 1.J. and Item 1.K.
Not a "phishing" scam: The email function sends each active SEC registrant a "Contact Email Verification" email at the contact employee's email address, asking the contact employee to authenticate the email address through the IARD website using an authentication key. Contact Email Verification notices requesting your contact employee to visit a web URL beginning with the prefix https://www.webiard.com/ are valid. If you have any questions or concerns about the authentication process, contact the FINRA Gateway Call Center at 240-386-4848.
Your firm may not receive the benefit of email alerts and reminders unless you (i) supply an accurate email address in Item 1.J. or Item 1.K. and (ii) authenticate the email address through the Contact Email Verification notice sent to that address by the system. If your contact employee name or email address in Item 1.J or Item 1.K. is inaccurate in any way, you have a legal obligation to update that information promptly by amending your Form ADV on the IARD system (see General Instruction 4 to Form ADV). The system will automatically send a new Contact Email Verification email any time you amend your Form ADV to change your chief compliance officer or contact employee email address in Item 1.J. or Item 1.K.
The email system will notify your firm of:
- Changes to your registration status
- Annual amendment filing deadlines
- Deadlines to update SEC registration eligibility for new registrants relying on Rule 203A-2(c) for 120 days
- Announcements by the SEC of regulatory and compliance information
Code of Ethics Rule Adopted for SEC Advisers
The Commission adopted a new rule 204A-1 requiring SEC-registered investment advisers to adopt and enforce codes of ethics that establish standards of conduct expected of supervised persons and reflect the adviser's fiduciary duties. A code of ethics must require supervised persons to comply with applicable federal securities laws, and certain supervised persons ("access persons") must report their personal securities holdings and transactions, including transactions in mutual funds advised by the adviser or an affiliate. Advisers must, on their Form ADV Part 2 Item 11, describe their code of ethics and state that they will provide a copy of the code to any client or prospective client on request.
Proxy Voting Disclosure Adopted for SEC Advisers
The Commission adopted a rule 206(4)-6 requiring SEC-registered investment advisers that exercise voting authority over client securities to adopt policies and procedures reasonably designed to ensure that the adviser votes proxies in the best interests of clients. These advisers are required to inform clients about their policies and procedures, give clients a copy upon request, and disclose to clients how they can obtain information from the adviser about proxy votes cast. Rule 204-2, the books and records rule, also was amended to require that these advisers maintain certain records of their proxy voting activities.
Adviser Filings Now Available to Public On-Line
Since September 25, 2001, investors have had Internet access to information contained in Form ADV electronic filings made by investment advisers on www.adviserinfo.sec.gov. This new Investment Adviser Public Disclosure (IAPD) website was launched by the SEC and NASAA to provide clients and prospective clients of advisers with direct access to Form ADV filings made by the then approximately 7,800 SEC-registered advisers and 8,200 state-registered advisers who filed Form ADV through IARD. This electronic database will expand significantly because increasing numbers of state-registered advisers are switching to electronic filing each day.
All information filed by advisers on Form ADV is available on this new website except for social security numbers, certain home addresses, and contact employee information. The new website is available free of charge, 24 hours a day.