Hedge Fund Regulation - Family Office Definition
|FINAL RULE: Family Offices approved at SEC Open Meeting, June 22, 2011|
|Comment Deadline||Final Rule Issue||Effective Date|
|November 18, 2010||June 29, 2011||August 29, 2011|
On June 22, 2011, the U.S. Securities and Exchange Commission (SEC) finalized a rule defining “family offices." This term will thus be excluded from the definition of an investment adviser under the Advisers Act and will not be subject to regulation under the Advisers Act. Historically, family offices (entities established by wealthy families for the purposes of private wealth management) have been structured to take advantage of the exemption from registration under section 203(b)(3) of the Advisers Act for any adviser that during the course of the preceding 12 months had fewer than 15 clients and neither held itself out to the public as an investment adviser nor advised any registered investment company or business development company.<ref>SEC Adopts Rule Under Dodd-Frank Act Defining “Family Offices”. SEC. Retrieved on June 22, 2011.</ref>
Under the new rules, companies (otherwise known as family offices) that fit the following parameters will be excluded from Advisers Act regulation:
- "Provides investment advice only to 'family clients,' as defined by the rule.
- Is wholly owned by family clients and is exclusively controlled by family members and/or family entities, as defined by the rule.
- Does not hold itself out to the public as an investment adviser."
Family offices that do not meet the terms of exclusion must register with the SEC under the Advisers Act or with the appropriate state authorities by March 30, 2012. Family offices that are excluded from the definition under the Advisers Act must obtain an SEC exemptive order or register as an investment adviser. The new rules also put a grandfathering provision in place for offices that provide investment advice to certain clients prior to January 1, 2010.
Final rules were added to the Federal Register on June 29, 2011.
The SEC proposed a rule to define “family offices” that would be excluded from the definition of an investment adviser under the Investment Advisers Act of 1940 (“Advisers Act”) and thus would not be subject to regulation under the Advisers Act. The proposal appeared in the Federal Register on October 18, 2010.