More On Legal & Compliancefrom The Advisor's Professional Library
- Updating Form ADV and Form U4 When it comes to disclosure on Form ADV, RIAs should assume information would be material to investors. When in doubt, RIAs should disclose information rather than arguing later with securities regulators that it was not material.
- Client Commission Practices and Soft Dollars RIAs should always evaluate whether the products and services they receive from broker-dealers are appropriate. The SEC suggested that an RIAs failure to stay within the scope of the Section 28(e) safe harbor may violate the advisors fiduciary duty to clients, so RIAs must evaluate their soft dollar relationships on a regular basis to ensure they are disclosed properly and that they do not negatively impact the best execution of clients transactions.
One of the interesting, and perhaps overlooked, findings coming out of the Securities and Exchange Commission’s Study on Enhancing Investment Adviser Examinations is the data on projected growth in the number of registered investment advisors (RIAs).
In what’s become known as the SRO Study, SEC staff projects that SEC-regulated RIAs will grow to 13,908 in 10 years (from 11,888 in 2010). This projection only counts the number of RIAs with $100 million or more in assets under management (AUM) that would be under SEC supervision, not those with $100 million or less that would be supervised by states instead of the SEC, as mandated in the Dodd-Frank Act.
SEC and State Oversight of RIAs
The Dodd-Frank Act’s Title IV, the Private Fund Investment Advisers Registration Act, changes provisions in the Investment Advisers Act of 1940 by prohibiting most RIAs with AUM of under $100 million to register with the SEC. They would register with states instead. It also repeals a broad exemption from Advisers Act registration that had enabled scads of “private fund advisers and non-U.S. advisers” to remain without SEC registration, and Title IV also narrowed the exemptions from SEC registration under the Investment Advisers Act of 1940, according to the report.
So, under Title IV, the number of SEC-registered RIAs would drop from 11,888 in 2010 to a projected 8,538 for 2011, a 28.2% decrease. The difference, 3,350 RIA firms with $100 million or less in AUM, would be forced to register for supervision by their states.
Something similar happened in 1996, when the number of RIAs had grown too big relative to SEC resources for the SEC to properly regulate and examine. The National Securities Markets Improvement Act of 1996 (NSMIA) compelled RIAs with less than $25 million in AUM to register with states instead of the SEC. That cut the number of SEC-registered RIAs to 6,650 from 22,400—a 70% decrease in SEC-registered RIAs.
Future RIA Growth Expectations
In the SRO Study, the SEC notes that the number of RIAs grew from
1950 to 1990 at a 7.6% annual average rate of growth. During 1980 to 1996 the number of RIAs grew by 9.4%, and as a large part of that 16-year period was a bull market, AUM managed by those RIAs grew by 21%, the report states.
For 2010 to 2011, as RIAs with less than $100 million register with states, the number of SEC-registered RIAs will fall from 11,888 in 2010 to a projected 8,538 for 2011. From 2011 on, using a 5% average annual growth rate, the SEC projects the number of SEC-registered RIAs to grow from 8,358 to 10,897 over five years, with AUM rising from $38.5 trillion to $49.1 trillion. By 2021, the SEC expects that 13,908 advisors would be registered with the commission and would manage $62.7 trillion of client assets.
Citing a McKinsey & Company study, the SEC SRO Study says the growth “is expected to be driven by, among other things: (1) increased demand for income-generating, risk management and outcome-oriented products; (2) inflows of assets from retiring baby-boomers and from Individual Retirement Account rollovers; (3) an increasing transition from defined benefit to defined contribution plans among large corporations; (4) the growing tendency among large employers to enroll their workers in 401(k) plans automatically and, increasingly, to ratchet up employee contribution rates in conjunction with pay increases; and (5) opportunities for expansion by U.S. investment advisers in international markets.”