2012 January Action Plan For Adviser Registration Issue

Real estate fund managers that are not registered with the Securities and Exchange Commission (SEC) as investment advisers should be reviewing now each of their current and planned funds to determine whether they should be registering to meet fast approaching SEC deadlines.  This review should be done by both public and private real estate fund managers.

Traditionally, real estate fund managers have not been required to register as advisers with the SEC under the Investment Advisers Act of 1940 (Advisers Act) in reliance on a variety of regulatory compliance approaches.  The fundamental changes made to the Advisers Act by the Dodd-Frank Wall Street reform and Consumer Protection Act, however, have created a question as to the need for some real estate fund managers to register as advisers. The absence of specific guidance for the industry either in the relevant laws and regulations or from the SEC has created considerable confusion post Dodd-Frank on this critical