SEC Brings First Enforcement Action Against a Stand‑Alone Investment Adviser for Off‑Channel Communication Violations

The SEC’s scrutiny of electronic communications has been snowballing over the last few years. Recent SEC enforcement actions have been limited to broker-dealers or dually registered investment advisers, with those entities being subject to the broader books and records requirements in Section 17(a)(1) under the Securities Exchange Act of 1934. Although spooked, many stand-alone registered investment advisers took solace that the SEC had not initiated proceedings under the comparatively narrow requirements that apply to them under Section 204 of the Investment Advisers Act of 1940. That all changed on April 3, 2024, however, when the SEC finally released its first settlement order (Order) against a stand-alone registered investment adviser for off-channel electronic communication violations. This article summarizes the Order and provides key takeaways and insights from industry experts, who agree that the Order likely signals an increased willingness by the Commission to bring similar enforcement actions against other stand-alone registered investment advisers. See “Enforcement Actions Resulting From SEC Sweep Keep Off‑Channel Communications in the Spotlight” (Oct. 5, 2023); and “Ongoing SEC Sweep Targets Advisers’ Off‑Channel Electronic Communication Recordkeeping Practices” (Mar. 9, 2023).

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