Electronic Filing for Investment Advisers on IARD:
How To Register With the SEC as an Investment Adviser and
How to File Reports with the SEC as an Exempt Reporting Adviser
All advisers register or file reports with the SEC electronically through IARD, a secure Internet based data system. Setting Up an IARD Account is the first step in the process. Once an adviser establishes an IARD account, the adviser can access Form ADV (Part 1) on IARD, complete this part of Form ADV, and submit it electronically through IARD to the SEC. Part 2 of Form ADV is also required to be filed electronically through IARD by advisers registering or registered with the SEC.
The SEC generally has 45 days after receipt of the Form ADV to declare an applicant's registration effective. The SEC will mail an Effective Order to an adviser once an adviser's registration is declared effective. An adviser can also check on IARD under the heading "Registration/Reporting Status" to see if its registration has been declared effective by the SEC.
Reports filed by exempt reporting advisers are deemed filed once accepted by the IARD system. Effective Orders will not be sent to exempt reporting advisers since exempt reporting adviser filings are not applications for registration as an investment adviser. An adviser can view all reports filed on IARD under the heading "historical filings".
Form ADV has two parts. Advisers registering or registered with the SEC are required to complete Part 1A and Part 2. Exempt reporting advisers are required to only complete certain items in Part 1A. Exempt reporting advisers do not complete Part 2.
Part 1 asks for information about an adviser's business, the persons who own or control the adviser, and whether the adviser or certain of its personnel have been sanctioned for violating the securities laws or other laws. Part 1 is available in electronic format and is both filed and amended through IARD. See the General Instructions to Form ADV (No. 4) for information on updating Form ADV.
Part 2 is a written disclosure statement (brochure) that provides information about business practices, fees, and conflicts of interest the adviser may have with its clients. For new registration requests after January 1, 2011, Part 2 must be electronically filed through IARD with Part 1. For existing registrants, Part 2 must be electronically filed beginning with the annual updating amendment filed for a fiscal year ending on or after December 2010. Part 2 is available at http://www.sec.gov/about/forms/formadv-part2.pdf.
The Part 2 brochure is a disclosure statement that an adviser must use to provide information to clients and potential clients. Rule 204-3 under the Investment Advisers Act of 1940 describes an adviser's legal obligations 1) to deliver a copy of the Part 2 brochure to prospective clients, 2) to deliver a current brochure or a summary of material changes to clients annually, and (3) to deliver a current brochure supplement to the client for each supervised person that provides advisory services to the client. Advisers must keep Part 2 current, maintain a copy in its files (as well as file it electronically through IARD, and make it available to SEC staff upon request). Check with state securities authorities to determine what their filing requirements are for Part 2.
For further information about registering with the SEC or filing reports with the SEC as an exempt reporting adviser and the legal obligations of SEC registered advisers and SEC exempt reporting advisers, see the Investment Advisers Act of 1940 and the rules adopted under the Investment Advisers Act of 1940.
For information about state securities registration requirements, including notice filing requirements for SEC registered advisers, check with the appropriate state securities authorities and NASAA.