The following is a summary of what some of the investment adviser acquisition due diligence process may look like. Every client and acquisition is unique, so not every due diligence process can look the same. The information provided is not intended to be legal advice and is for general educational purposes only.
You can download our complete whitepaper on the Adviser Assessment System by clicking this link.
The Adviser Assessment System
- Are you considering acquiring a registered investment adviser?
- Are you looking to position yourself favorably for an acquisition?
- Are you confident with your legal and regulatory exposure in the acquisition process?
United Atlantic Legal Services has the experience and knowledge to guide you through the investment adviser acquisition process. United Atlantic Legal Services is confident that its Adviser Assessment System gives buyers and sellers of investment adviser firms confidence that they have identified legal and regulatory risks before the acquisition close.
When working with you through the entire Adviser Assessment System, we have three goals mind:
- Efficiency. United Atlantic Legal Services understands that our efficiency is beneficial to both our investment adviser clients and UALS. The more we understand about your business’s acquisition objectives early on, the more efficient we will be throughout the Adviser Assessment System.
- Transparency. Ensuring that you understand where we are at in the legal and compliance assessment process at all times is a priority for us. We are very transparent with the process. We strive to help identify potential roadblocks and work closely with you to ensure that the legal and compliance acquisition assessments are as robust and detailed as you need in order to make an appropriate assessment of any risks.
- Tailored Solutions. Each investment adviser is different, and we work to ensure that your business’s acquisition goals are clearly reflected throughout the legal and compliance acquisition assessment process. We do not provide cookie-cutter assessment services. Rather, United Atlantic Legal Services provides the holistic, highly tailored Adviser Assessment System. United Atlantic Legal Services has designed this system to meet your specific business needs.
United Atlantic Legal Services would love the opportunity to work with you and your firm during its legal and compliance acquisition due diligence process. We have the expertise and experience to navigate all types of investment advisers through the process. We look forward to learning more about you and your firm!
How does the Adviser Assessment System Work for Investment Advisers?
The Adviser Assessment System looks at the following:
- Acquisition Objectives
- Review of Publicly Available Information
- Interviews & Branch Visits
- Internal Legal & Compliance Review
Finally, United Atlantic Legal Services brings it all together by providing a comprehensive risk report discussing all findings and making specific recommendations to mitigate any risks that have been identified.
What are Your Acquisition Objectives?
- What are your firm’s acquisition objectives?
- Are you seeking to complete an asset purchase or full purchase of an investment adviser firm?
- Is your firm looking to provide new services through acquisition or looking to expand on a current product offering by acquiring new office locations and employees?
- Are you looking to sell your investment adviser firm and how do you want to present your firm after completing a thorough legal and risk assessment?
United Atlantic Legal Services begins the legal and compliance risk assessment by discussing, in great detail, what you want to accomplish from the review.
- Are there areas that need a more or less intensive assessment?
- Are there assets or employees that will not be part of the acquisition?
The Adviser Assessment System was created by United Atlantic Legal Services to provide both buyers and sellers in the investment adviser acquisition process with an efficient, transparent, and tailored legal and compliance risk assessment solution. Are you looking to buy or sell an investment adviser firm?
For Buyers – Those firms seeking to acquire another investment adviser need to understand the risk that such an acquisition presents to their firm. The Adviser Assessment System is a service designed to review the legal and compliance risk presented by an acquisition.
For Sellers – Investment advisers looking to sell their business should consider the Adviser Assessment System to allow them to identify and mitigate legal and compliance risks and, therefore, make themselves a more attractive acquisition target.
Review of Publicly Available Information
Within the Adviser Assessment System, there are generally three things that United Atlantic Legal Services will look at when it comes to publicly available information relating to an investment adviser firm:
- ADV Disclosure Brochure – a regulatory required series of forms that discuss an investment adviser’s business and other critical information.
- Investment Adviser Public Disclosure Website – a database of information regarding disclosure information for both a firm and certain employees.
- Internet – a broad platform with access to marketing, social media, and other public facing information that is usually voluntarily provided by the investment adviser and its employees.
Interviews & Branch Visits
Key Person Interviews – In-person and virtual interviews help United Atlantic Legal Services understand the roles and responsibilities of various individuals at the assessed investment adviser firm. These types of interactions can reveal legal and compliance risks that cannot be identified by simply reviewing written disclosures and other documentation.
Branch Office Visits – Far too often United Atlantic Legal Services discovers that branch offices are disconnected from home office activities and directives. In fact, it is often the case where an independent observer would say that the branch office has little or no resemblance to the rest of the firm. Because branch offices often act relatively independently of home offices, they can represent a unique legal and compliance risk to the acquiring firm.
Internal Legal and Compliance Reviews
Of course, the Adviser Assessment System includes a comprehensive review of the assessed firm’s internal legal and compliance exposure. Depending on the agreed upon scope of assessment, United Atlantic Legal Services may look at:
- Employment, Non-Solicitation, and Non-Compete Agreements
- Relationships with Affiliated Entities
- Entity Formation and Governance
- Stock Ownership and Profit-Sharing Plans
- Client Agreements
- Pending Litigation and Arbitration Matters
- Third-Party Vendor Contracts
- Compliance Manuals
- Business Continuity Plans
- Cybersecurity Plans
- Written Information Security Plans
- Forms U4/U5
- Regulatory Exam Finding and Internal Testing
- Employment, Non-Solicitation, and Non-Compete Agreements.
Bringing It All Together – The Investment Adviser Risk Report
United Atlantic Legal Services prepares a detailed risk report covering all the appropriate areas. Once prepared, we will discuss this risk report with you and your firm’s leadership to ensure a mutual understanding. If there are areas of remediation, we will make those recommendations and provide a path forward. While each investment adviser firm must ask themselves what their appetite for legal and compliance risk might be, the Adviser Assessment System stands ready to thoroughly investigate as much as is needed. Please visit our website at www.unitedatlanticls.com to schedule a free initial consultation.
Let’s Work Together
United Atlantic Legal Services was created to provide efficient, transparent, and highly tailored solutions for our investment adviser clients in the United States and United Kingdom. We only work with investment advisers, they are our only focus, we understand their business and we know how to help them reach their goals.
We want to hear from you. When you’re ready, we will be ready. Contact us today.
About Our Founder
Michael Rasmussen is the founder of United Atlantic Legal Services. 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.
You can also find Michael on LinkedIn.
Michael is also the founder of FinProLaw, an online learning platform where Michael has created several 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 website to learn more.