Dodd-Frank Act Changes to Investment Adviser Registration 

Requirements

The final compliance date for the provisions of the Dodd-Frank Act that amended the 

registration provisions of the Advisers Act was June 28, 2012. (See, Rules Implementing 

Amendments to the Investment Advisers Act of 1940 

http://www.sec.gov/rules/final/2011/ia-3221.pdf.) 

By March 30, 2012: 

 advisers to many hedge funds, private equity funds, and other “private funds” that 

previously were exempt from registration were required to register with the 

Commission; 

 exempt reporting advisers (i.e., unregistered advisers to venture capital funds and to 

private funds with less than $150 million in assets) were required to submit reports 

on Form ADV for the first time; and 

By June 28, 2012:

 mid-sized advisers (i.e., advisers with between $25 million and $100 million in assets 

under management subject to examination by state regulators) switching to state 

registration were required to amend their Form ADVs reporting that they are no 

longer eligible to remain registered with the Commission and complete their switch. 

The Division of Investment Management has prepared the following summary of the results 

of these changes. Unless otherwise noted, all data is as of January 2, 2013.
Registered Private Fund Advisers. There are approximately 4,020 investment advisers 

that manage one or more private funds registered with the Commission, of which 38%

(1,521) registered since the effective date of the Dodd-Frank Act (July 21, 2011) (Fig. 1). 

The staff estimates that this represents over 50% increase in registered private fund 

advisers; 37% of all advisers currently registered with the Commission report that they 

advise at least one private fund. Of the 4,020 registered private fund advisers, 314 (8%) 

are domiciled in a foreign country; most of these (144) are domiciled in the United Kingdom 

(Fig. 2). 

Figure 1: Number of SEC-Registered Advisers to Private Funds

Figure 2: Domicile of Private Fund RIAs

New, 

38%

Old, 62%

U.S., 

3,706

U.K, 144

Other, 

170
Hedge 

Fund

53%

Private 

Equity 

Fund

24%

Other 

Private 

Fund

23%

Registered private fund advisers report to us that they advise 24,398 private funds with 

total assets of $7.9 trillion, which is 16% of total assets managed by all registered advisers 

(Fig. 3). Approximately 32% of total private fund gross assets are attributable to advisers 

that registered since the effective date of the Dodd-Frank Act. Hedge funds (53%) and 

private equity funds (24%) comprised the majority of private fund assets managed by 

registered advisers (Fig. 4).

Figure 3: Distribution of SEC-Registered Advisers’ Assets Under Management

Figure 4: Types of Private Funds of SEC-Registered Advisers by Gross Assets of Private Funds

Note: Other Private Fund includes venture capital funds, liquidity funds, real estate 

funds, securitized asset funds, and other fund types.

Other 

Assets

84%

Private 

Fund 

Assets

16%
Exempt Reporting Advisers. A total of 2,331 exempt reporting advisers filed Form ADVs 

with the Commission. A large number of these advisers (39%) are foreign advisers (Fig. 5). 

Exempt reporting advisers reported to us that they advise 7,372 private funds with total 

assets of $1.9 trillion (Fig. 6).

Figure 5: Domicile of SEC Exempt Reporting Advisers

Figure 6: Types of Private Funds of SEC Exempt Reporting Advisers by Gross Assets of Private 

Funds

Note: Other Private Fund includes liquidity funds, real estate funds, securitized 

asset funds, and other fund types.

United 

States

60%

United 

Kingdom

11%

Hong Kong

4%

Cayman 

Islands

3%

Singapore

2%

Canada

2%

Mauritius

2% China

1%

Other

15%

Private 

Equity 

Fund

27%

Other 

Private 

Fund

27%

Hedge 

Fund

32%

Venture 

Capital 

Fund

14%
Impact on Population of Registered Advisers. There are 10,754 advisers registered 

with the Commission with total assets under management of $49.66 trillion. The 

cumulative impact of the Dodd-Frank Act registration changes has been a 10% decrease in 

the number of advisers registered with the Commission, but a 13% increase in the total 

assets under management of those registered advisers (Fig. 7).

Figure 7: Number of SEC-Registered Advisers and Assets Under Management

7,560 

7,840 8,288 

8,605 

10,274 

10,440 

10,991 

11,253 

11,607 

11,505 

12,622 

10,754 

$22.37 

$20.53 

$23.19 

$26.74 

$31.40 

$37.64 

$44.29 

$33.90 

$38.56 

$43.79 

$48.73 

$49.66 

$5.00

$10.00

$15.00

$20.00

$25.00

$30.00

$35.00

$40.00

$45.00

$50.00

7,000

8,000

9,000

10,000

11,000

12,000

13,000

14,000

15,000

16,000

AUM in trillions

Number of Advisers

RIAs AUM