The following is a summary of what some of the investment adviser registration process may look like. Every client and registration is unique, so not every process can look the same. The information provided is not intended to be legal advice and is for general educational purposes only.
You can find our whitepaper on United Atlantic Legal Services‘ Adviser Launch Process by clicking this link.
5 Steps to Registering as an Investment Adviser in the United States
- Are you considering registering as an investment adviser in the United States?
- Do you understand the investment adviser registration process?
- What are the next steps you can take to becoming a registered investment adviser in the United States?
United Atlantic Legal Services can help answer all these questions, and we welcome you to a fast growing and ever-changing industry. As always, fortune favors the bold and you are on your way.
1. Understand Your Business Goals
- What are the one, five, and ten-year goals of your firm?
- Exactly how will you manage client assets? For instance, will you manage assets in-house or use third-party advisers?
- How will your firm attract clients? In other words, how will the firm market itself?
- What is the firm’s ideal number of employees and office locations?
- What does the firm’s ideal client look like? It is important to consider whether your firm will be dealing with institutional clients, individuals, or pension plans.
We believe the most successful registrations begin with a solid understanding of your business and goals. United Atlantic Legal Services dedicates a significant amount of time and resources at the beginning of the registration process to learn about your firm’s unique vision and obstacles. Quality time spent early in the process saves our clients time later on. Our intake calls last as long as is necessary to ensure that everyone is on the same page. We work hard to eliminate confusion and ambiguity.
There are so many considerations that United Atlantic Legal Services takes into account before we begin drafting a single document for the registration process.
2. Form Your Business
- Do you have more than one partner/investor in the firm? What happens to the ownership interests in the firm when more partners are added?
- How are gains (and losses) of the investment adviser firm distributed amongst owners?
- Do you intend to offer interests in the firm to other employees or clients? If so, are you in compliance with Regulation D, or other private offering requirements?
- Are you registered in the appropriate state? Will you be registered in Delaware or your principal state of operations?
As a law firm, United Atlantic Legal Services can assist you with the legal formation of the underlying entity that will be your investment adviser firm. We draft sophisticated, highly tailored operating agreements that will govern your firm. Establishing proper internal governance processes early can prevent misunderstandings (even lawsuits) later on.
Fundamental decisions relating to your firm’s entity formation can have a surprising long-term impact. United Atlantic Legal Services can help explain how, for example, the type of entity (a Limited Liability Company or Partnership) could impact your personal liability exposure, or your ability sell your firm at a later date.
In addition to forming your investment adviser entity, United Atlantic Legal Services will assist in creating a tailored operating agreement (the corporate governing document for you firm). This document will help your firm navigate its major decision-making processes. It will also help the firm navigate conflicts that may arise between partners of the firm. For example, proper operating agreements can dictate how interests in the firm can be bought back by the firm should a partner seek to exit.
3. Disclosure Brochure and Client Agreements
- How will your firm notify its clients of any conflicts of interest that it may have?
- How has the firm worked to mitigate those conflicts?
- Does your firm understand the delivery requirements of the disclosure brochure?
- What processes will the firm use to make sure there is accurate and timely delivery of the disclosure brochure?
- Does the information provided in the disclosure brochure accurately reflect the terms of the firm’s client agreements?
Every registered investment adviser must submit an investment adviser disclosure brochure with the Securities and Exchange Commission upon registration. There are several key components to this disclosure brochure that require specialized attention.
Unlike the disclosure brochure, client agreements are legally binding contracts between the investment adviser and its clients. The Investment Advisers Act has very specific prohibitions and requirements when it comes to client agreements.
United Atlantic Legal Services understands the limitations imposed on client agreements and how to draft such agreements to meet the expectations of both your firm and its clients.
4. Registration Application
- Do you know what needs to be included in your investment adviser registration application?
- Are you prepared to respond to any further questions that the Securities and Exchange Commission may have regarding your application?
- Do you understand what you are allowed to do during a pending registration?
- What steps should your firm take to ensure they do not engage in conduct that will raise more questions from the Securities and Exchange Commission during the application period?
United Atlantic Legal Services helps its clients prepare an efficient and transparent registration package to help limit the amount of inquires that are received during the application review. This means that the investment adviser firm’s application, along with all supporting documents, clearly and concisely illustrates the investment adviser’s business. This way, all relative information is provided to the relative regulators. For example, United Atlantic Legal Services spends a significant amount of time looking at the ownership structure of investment adviser firms to ensure that there are no disqualifying issues and that the Securities and Exchange Commission will understand exactly who has a controlling ownership interest in the investment adviser firm.
5. Regulatory Policies and Procedures
Now that an accurate and comprehensive disclosure brochure (along with its client agreements) is established, your firm can move on to develop a robust regulatory compliance program. While each firm’s compliance program is custom tailored by United Atlantic Legal Services, these programs generally include the following:
- Regulatory Compliance Manual
- Code of Ethics
- Privacy Notice
- Business Continuity Plan
- Cybersecurity Plan
- IRA Rollover Recommendation Documentation
- Written Information Supervisory Program
United Atlantic Legal Services applies its deep knowledge of your firm when creating these compliance program documents. We work hard to ensure that what is on paper is accurately reflected in the firm’s day-to-day business practices.
Conclusion
When broken down into its five core steps, the investment adviser registration process becomes very manageable. United Atlantic Legal Services has created its Adviser Launch Process, which is designed to provide efficient, transparent, tailored solutions to our clients seeking registration as an investment adviser with the Securities and Exchange Commission. You can learn more about the Adviser Launch Process by visiting our website at www.unitedatlanticls.com.
We provide free initial consultations to investment advisers looking to become registered. It never hurts to have the conversation. Please contact United Atlantic Legal Services today and let us know how we can help.
About United Atlantic Legal Services
United Atlantic Legal Services is a boutique law firm focused on providing exceptional services to its investment adviser and private fund manager clients. We are dedicated to maintaining an efficient, transparent practice that is focused on providing tailored solutions after getting to know the details of each and every client’s business plan.
When working with you through the entire investment Adviser Launch Process, we have three goals mind:
- Efficiency. We understand that our efficiency is beneficial to both the investment adviser as well as United Atlantic Legal Services. The more we understand about your business earlier in the process, the more efficient we will be during the registration process.
- Transparency. Ensuring that you understand where we are at in the registration process at all times is a constant priority for United Atlantic Legal Services. We clearly explain the process, help identify potential roadblocks, and work closely with you to ensure that filings are made correctly and timely. Communication is key.
- Tailored Solutions. Each investment adviser is different, and we work to ensure that your unique business is accurately reflected throughout the registration process. We do not provide cookie-cutter registration services. United Atlantic Legal Services provides a holistic, highly tailored registration program that meets your specific business needs.
We thank you for allowing us to work with you and we look forward to your firm’s successful launch. Please contact us by visiting our website at www.unitedatlanticls.com.
About Our Founder
Michael Rasmussen is the founder of United Atlantic Legal Services and an expert on registering investment adviser firms in the United States. He is a licensed attorney in Florida and registered solicitor in the United Kingdom. Michael has acted as General Counsel and Chief Compliance Officer to several investment advisers, including private fund managers, responsible for the management of billions of dollars in client assets.
Michael is also the founder of FinProLaw, an online learning platform where Michael has created courses designed for investment adviser compliance professionals. These courses include:
- Investment Adviser Compliance Essentials for Chief Compliance Officers
- Investment Adviser Registration
- Foundations of Investment Adviser Compliance
- What is a “Security”?
- Investment Adviser Marketing Rule
- Regulation A – Exemption from Registration
- Regulation Crowdfunding – Exemption from Registration
- Regulation D – Exemption from Registration
Investment adviser firms who are also clients of United Atlantic Legal Services can receive many of these courses at a significantly reduced fee or, in some cases, at no expense. Contact us today or visit the FinProLaw to learn more.
Please visit Michael’s website to learn more about Michael and his insights into the investment adviser industry. He can also be found on LinkedIn.