Benefits of Having a Dual-Hatted GC/CCO, and Alternative Solutions for Fund Managers (Part One of Two)

As private equity fund managers enhance their compliance programs to withstand SEC scrutiny, many are choosing to appoint their general counsel (GC) to also serve as their chief compliance officer (CCO). A so-called “dual-hatted” GC and CCO is typically less expensive from a compensation perspective, but the volume of work at a larger or more complex manager may be more than one person can handle. This approach also creates issues with attorney-client privilege; examination preparedness; the reliability of internal controls; the effectiveness of marketing and investor relations; and other matters. The goal of this two-part series is to help private fund managers think through the issues raised by dual-hatting by highlighting relevant issues and strategies for addressing them. This first article will outline the GC and CCO roles; advantages to having one person simultaneously fill both roles; and alternative approaches that managers can consider. The second article will discuss challenges associated with having a dual-hatted GC/CCO, as well as recommendations for individuals charged with that role. See “Absence of Harm No Defense Against Conflicts of Interest: SEC Issues Lifetime Bar From Compliance Work to CCO” (Sep. 13, 2018); and “Five Steps That CCOs Can Take to Avoid Supervisory Liability, and Other Fund Manager CCO Best Practices” (Mar. 27, 2015).

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