The last material amendments to Form ADV were introduced in 2016, meaning fund managers have had ample time to become familiar and comfortable with completing the form. Nonetheless, the SEC continues to identify Form ADV mistakes and omissions as enforcement priorities and common deficiencies. Further, the private funds industry is growing increasingly complicated, as fund structures become more bespoke and managers’ work situations evolve in light of the pandemic. Naturally, all of that has created more interpretative questions for PE sponsors to navigate in advance of the upcoming March 31, 2022, filing deadline. To shed light on those issues, the Private Equity Law Report interviewed DLA Piper partners John D. Reiss and Bradley E. Phipps on certain procedural and substantive elements of Form ADV that remain problematic for closed-end fund managers. This article identifies common flaws in the process some managers adopt for preparing their Forms ADV; unique contexts that can introduce confusion as managers try to answer Part 1A of Form ADV (e.g.
, the custody rule, disciplinary proceedings, etc.); ways to handle single investor funds, real estate funds and other alternative arrangements; and common misunderstandings as to other-than-annual amendments to Form ADV. For more from Reiss, see our two-part series on launching a real estate fund: “Key Strategies, Structures and Terms
” (May 5, 2020); and “Important Tax, Regulatory and Securities Law Considerations
” (May 12, 2020).