Performance-Based Investment Advisory Fees

The Securities and Exchange Commission ("Commission' or "SEC') is adopting amendments to the rule under the Investment Advisers Act of 1940 ("Advisers Act') that permits investment advisers to charge performance-based compensation to "qualified clients.' The rule defines "qualified client' with reference to specific dollar amount thresholds, which are required to be adjusted every five years to account for the effects of inflation. These amendments replace specific dollar amount thresholds in the rule's "qualified client' definition with references to the Commission's "most recent order,' as defined by the amended rule, containing the specific dollar amount thresholds adjusted for inflation.