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New Final SEC Rules for Private Fund Advisers: Fee and Expense Allocations, GP Clawbacks, Adviser-Led Secondaries

November 14, 2023 at 1:00pm2:30pm (EDT)


Attorney Jaclyn Grodin will join a panel for this Strafford CLE webinar to discuss the SEC's newly adopted rules and amendments impacting private fund advisers relating to quarterly statements, private fund audits, adviser-led secondaries, restricted/prohibited activities, and preferential treatment. The panel will discuss these significant changes and provide practice tips to ensure attorneys and their clients are prepared to comply with these new rules.


On Aug. 23, 2023, the SEC issued new rules relating to the regulation of private fund advisers. The SEC originally proposed rules applicable to private fund advisers in February 2022. While the SEC backed away from including in the adopted rules some of the most concerning proposals in response to public comments, the adopted rules nonetheless impose significant requirements on advisers to private funds.

The rules cover fee and expense allocations, general partner clawbacks, preferential treatment, adviser-led secondaries, and reporting. Certain rules include limited exceptions for legacy funds that were in existence and commenced operations before the relevant compliance date. The rules also create a general exception for securitized asset funds.

The rules impact private fund advisers differently depending on their SEC-registration status and the type and the location of the funds they advise. Certain parts of the new regulations apply to all private fund advisers while other parts apply only to private fund advisers that are also investment advisers registered with the SEC under the Investment Advisers Act of 1940.