The SEC recently proposed to modernize two marketing rules under the Investment Advisers Act of 1940 that apply to registered investment advisers: Rule 206(4)‑1 (the advertising rule) and Rule 206(4)‑3 (the Cash Solicitation Rule). Among other changes, if the proposed amendments to the Cash Solicitation Rule (the Proposed Solicitation Rule) are adopted, non-cash compensation would also be covered by the rule. In a guest article, Fried Frank partner Stacey Song analyzes the SEC’s proposed changes to the Cash Solicitation Rule, including the Proposed Solicitation Rule’s application to solicitation of private fund investors; how those changes might affect private fund advisers if the SEC adopts them; and certain considerations and requests for comment applicable to private fund advisers that are included in the SEC’s proposing release. For a look at one element of the proposed changes to the advertising rule, see “SEC Proposes Expanding Permissible Performance Advertising Practices With Favorable Treatment for Private Fund Managers
” (Dec. 5, 2019). For additional commentary from Song, see “Lessons on Adviser Marketing From Recent Examinations and Enforcement Proceedings
” (Mar. 28, 2019); and our two-part series analyzing the SEC’s risk alert on electronic messaging: “A Review of Best Practices
” (Feb. 7, 2019); and “Four Key Steps Advisers Should Take
” (Feb. 14, 2019).