2. Perspective. Purpose. Practicality.
The Steelbridge Di erence
Steelbridge Compliance is di erent from other compliance service providers.
We are attorneys and CPAs with decades of combined operational experience
at leading fund organizations - not just outside service providers or former
public sector personnel.
Steelbridge Compliance is focused on "real world" solutions tailored to your
specific business and needs - not one-size-fits-all best practices, and no
excessive and irrelevant inquiries.
Steelbridge Compliance is sensitive to minimizing disruption and expense,
while adding value and e ciency to your business. That is why services are
strictly flat-fee.
Steelbridge Compliance maintains strong relationships with regulators,
investment advisors, investors, industry trade groups and other industry
service providers, and has a deep understanding of the compliance
requirements required by each constituent group.
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3. Product and Services O erings
The SEC requires it. Investors want it.
Assessments & • Compliance Program Review. (Annual or Quarterly)
Reviews
• Tier 1: High level risk based assessment in light of requirements.
• Tier 2: Assessment based on current policies and procedures and gap analysis.
• Tier 3: Procedure creation and modification based on gaps.
• Mock Audits and Exams.
• Specialized Reviews. (Code of Ethics, Privacy, AML, other program components)
• Specialized Testing of Processes and Internal Controls.
The exemptions are now very narrow, and registration is likely required.
Advisor • Registration, SEC and states.
Registration &
Filings • ADV Part I & Part II.
• Filing Support, Federal and state.
Do not let projects linger. Outsource them.
Focused Services • Business Continuity and Disaster Recovery Planning/Testing.
& Reviews
• SEC/state Exam Support.
• Restricted Securities Reviews and Legend Updating.
• Book and Record Compilation and Organization.
• Onsite and Offsite Compliance Training.
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4. The Dodd-Frank Act of 2010 may be
the most sweeping financial regulatory reform
since the Great Depression.
Most advisors have been relying on the fifteen
or fewer client exemption to registration.
It is gone.
Registered advisors must have annual written
compliance reviews.
The SEC now wants to see fund trading
positions, side letters, and all uses of leverage.
Business Continuity — what happens if the
largest investor leaves?
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5. Dear Advisor:
The Dodd-Frank Act requires most advisors of private equity and hedge funds to
register with the SEC or the states, and sets a deadline of one year from its enactment
on July 21, 2010 to do so. Advisors should be wary of that deadline though.
Currently, it can take upwards of two months for the SEC to approve an advisor's
registration. Next year, an expected flood of new registrations is likely to create a
backlog that could extend this timeline. The situation could be even worse for
advisors registering with the states, whose regulatory agencies are generally more
lightly sta ed and funded.
An advisor that is not appropriately registered with the SEC or states by the
deadline, even during the pendency of its application, cannot charge fees.
Advisors should, therefore, begin the process as soon as possible, including by
establishing and improving their compliance programs. Please let me know if
Steelbridge Compliance can be of help. I also invite you to subscribe to our news
feed for information on new rulemaking and upcoming events at:
www.steelbridgecompliance.com/blog
Best regards,
D. Niknejad
Managing Director
Steelbridge Compliance LLC
(214) 960.4811
dn@steelbridgecompliance.com
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6. “An integrated Compliance Program is robust.
It augments your business, while reducing
risks and enhancing your firm’s reputation.”
ROBUST COMPLIANCE PROGRAM
Attract More Investor Money Keep the Money You Earn
The Dodd-Frank Act is expected to raise the Avoid State and SEC interference and fines.
investor qualification thresholds, limiting
Shorten SEC inspections and reduce
pools to high net worth investors and
business distraction.
institutional investors.
Low cost, outsourced compliance functions
Large and institutional investors demand
require fewer internal hires.
strong compliance procedures and back
testing, regardless of the SEC or states.
ENHANCE YOUR REPUTATION IN THE MARKETPLACE
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7. Case Studies.
Establishing Your Business & Brand.
Who New or newly registered investment advisor.
Goals Ensure meeting basic compliance requirements.
Special • $30m AUM, traditional long-short equity pooled vehicle with some minor
Circumstances separate accounts.
• Lightly staffed, without resources to dedicate to compliance issues.
Solutions Provision of tailored compliance manual. A low-cost, high level ‘Tier 1’ assessment of
Provided current policies, and recommendations for improvement. Registration with state.
Building Your Business & Brand.
Who Established, SEC registered investment advisor.
Goals Determine if compliance program is robust enough for firm’s growth and
new strategies.
Special • $100m AUM, two or more pooled vehicles with sizable separate accounts. Multiple
Circumstances asset classes. Initiatives to attract ERISA money and establish an offshore vehicle.
• Some compliance staff, but generally dedicated to day-to-day transactional issues.
Solutions A detailed ‘Tier 2’ assessment of compliance policies and procedures. Update
Provided compliance manual for new initiatives, and review agreements for authority in light of
possible “strategy drift”. Gap analysis related to ERISA issues and offshore investors.
Determine whether rule changes require re-registration with state. Address legends on
restricted securities now eligible for unrestricted trading.
Protecting Your Business & Brand.
Who Large, sophisticated SEC registered investment advisor.
Goals Ensure meeting compliance requirements of a complex advisor, and that programs and
procedures optimize profitability. Clear lingering compliance initiatives o of plate.
Special • $2B AUM, multiple on-shore and offshore pooled investment vehicles, including
Circumstances principal accounts. Numerous asset classes and investor types, including institutional
investors. Frequent trading in public companies, and several employee directorships.
• Significant but stretched compliance staff. Multiple third-party service providers
performing many functions touching compliance.
Solutions Focused ‘Tier 3’ review of compliance policies and procedures. Gap analysis,
Provided assessment, findings and a road map for implementation of program to address
UBTI/ECI tax issues, principal trading and trade related filings, and conflicts issues.
Coordination with third party service providers to organize books and records in
anticipation of SEC exam.
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2626 COLE AVENUE, SUITE 400
DALLAS, TEXAS 75204
(214) 960.4810
INFO@STEELBRIDGECOMPLIANCE.COM
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