Completing Form PF: A Practical Guide for Large Fund Advisers - K&L Gates

Completing Form PF: A Practical Guide for Large Fund Advisers

Beth Clark, Of Counsel, Washington, DC Kay Gordon, Partner, New York Mark Perlow, Partner, San Francisco Shoshana Thoma-Isgur, Of Counsel, Fort Worth

Copyright ? 2012 by K&L Gates LLP. All rights reserved.

June 6, 2012

Completing Form PF: A Practical Guide for Large Fund Advisers

1. General Form PF requirements for large private funds 2. Large fund reporting categories 3. Large fund initial and subsequent filing deadlines 4. Specific issues for large private fund advisers when

calculating thresholds and completing Form PF: Related Persons / Sub-Advisers Parallel Structures / Master-Feeder Funds / Fund of

funds Private Fund Investments SEC Guidance on Specific Questions CFTC Reporting Requirements

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1. General Form PF Requirements

A Form PF must be filed by all advisers that:

Are registered or required to be registered under the Investment Advisers Act of 1940

Advise one or more "private funds" ? issuers exempt from registration under the Investment Company Act of 1940 Sections 3(c)(1) or Section 3(c)(7)

Manage at least $150 million "regulatory assets under management" attributable to private funds as of end of most recent fiscal year

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1. General Form PF Requirements

Series / Classes

Two or more series / classes of interests, each valued based on separate investment portfolios, should each be regarded as a private fund

Does not apply to side pocket or similar arrangements (including in vehicles such as SPVs), which should be aggregated with same series / class portfolio strategy

"Regulatory Assets Under Management"

Same as Form ADV AUM = gross of outstanding indebtedness and other

accrued but unpaid liabilities

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1. General Form PF Requirements

Large Private Fund Adviser Thresholds: Reporting requirements are dependent on what type of funds they advise:

Hedge Funds = at least $1.5 billion in aggregate Regulatory AUM attributable to private hedge funds as of the end of any month in the prior fiscal quarter

Liquidity Funds = at least $1 billion in combined Regulatory AUM attributable to liquidity funds and registered money market funds as of the end of any month in the prior fiscal quarter

Private Equity Funds = at least $2 billion in combined Regulatory AUM attributable to private equity funds as of the end of any month in the prior fiscal quarter

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