Investment advisers’ advertising and solicitation practices, and the media through which investment advisers communicate with clients and investors, have evolved considerably since the US Securities and Exchange Commission (SEC) adopted Rule 206(4)-1 (the Advertising Rule) in 1961 and Rule 206(4)-3 (the Cash Solicitation Rule) in 1979. In an effort to catch up with the marketplace, on December 22, the SEC adopted rule amendments designed to modernize the regulatory framework for both advertising and solicitation practices (collectively, marketing activities). As part of its rulemaking, and in a deviation from its rule proposal, the SEC chose to merge revisions to the Cash Solicitation Rule into the amended Advertising Rule, effectively creating a single “Marketing Rule” in Rule 206(4)-1 (the Rule). The changes are very significant and will require all registered investment advisers to reassess their policies and procedures, marketing materials, solicitation and marketing arrangements, and any other methods by which advisers communicate with current and prospective clients and investors.
The effective date of the Rule is 60 days from publication in the Federal Register and the compliance date will then be 18 months from the effective date. Depending on the publication schedule of the Federal Register, advisers likely will have to comply with the Rule sometime in the late third quarter or early fourth quarter of 2022.