Current through Rules and Regulations filed through September 25, 2023
(1) Every investment adviser registered or
required to be registered under the Act shall make and keep true, accurate, and
current the following books, ledgers, and records relating to its investment
advisory business:
(a) All of those books and
records required to be maintained and preserved in compliance with SEC Rule
204-2 promulgated under the Investment Advisers Act of 1940, notwithstanding
the fact that the investment adviser is not registered nor required to be
registered under the Investment Advisers Act of 1940.
(b) All trial balances, financial statements
prepared in accordance with generally accepted accounting principles or other
applicable accounting standard, and internal audit working papers relating to
the investment adviser's business as an investment adviser.
(c) A list, or other record, of all accounts
with respect to the funds, securities, or transactions of any client.
(d) A copy, in paper or electronic format, of
each investment advisory agreement entered into by the investment adviser with
any client.
(e) A file containing a
copy of each record required by SEC Rule 204-2(a)(11) promulgated under the
Investment Advisers Act of 1940 including any communication by electronic media
that the investment adviser circulates or distributes, directly or indirectly,
to ten (10) or more persons (other than persons connected with the investment
adviser).
(f) A copy of each
written statement and each amendment or revision given or sent to any client or
prospective client of the investment adviser in accordance with the provisions
of Rule
590-4-4-.16, and a record of the
dates that each written statement and each amendment or revision was given or
offered to be given to any client or prospective client who subsequently
becomes a client.
(g) For each
client that was obtained by the investment adviser by means of a solicitor to
whom a fee was paid by the investment adviser, all records required by SEC Rule
206(4)-3 promulgated under the Investment Advisers Act of 1940, notwithstanding
the fact that the investment adviser is not registered nor required to be
registered under the Investment Advisers Act of 1940. For the purpose of
relying on the solicitation exemption contained in Rule
590-4-4-.12
, all documents
demonstrating compliance with Rule
590-4-4-.12
.
(h) All records required by SEC Rule
204-2(a)(16) promulgated under the Investment Advisers Act of 1940 including,
but not limited to, electronic media that the investment adviser circulates or
distributes, directly or indirectly, to two (2) or more persons (other than
persons connected with the investment adviser).
(i) A file containing a copy of all written
communications received or sent regarding any litigation involving the
investment adviser or any investment adviser representative or employee, or
regarding any written customer or client complaint.
(j) Written information about each investment
advisory client that is the basis for making any recommendation or providing
any investment advice to such client.
(k) Written procedures for supervising the
activities of employees and investment adviser representatives that are
reasonably designed to achieve compliance with applicable securities laws and
regulations.
(l) A file containing
a copy of each document (other than any notices of general dissemination) that
was filed with, or received from, any state or federal agency or self
regulatory organization that pertains to the registrant or its investment
adviser representatives. The file should contain, but is not limited to, all
applications, amendments, renewal filings, and correspondence.
(m) For investment advisers that have
custody, as that term is defined in Rule
590-4-4-.20, of client funds or
securities, all records and evidence of compliance with Rule
590-4-4-.20.
(2) Every investment adviser subject to
paragraph (1) of this Rule shall preserve the following records in the manner
prescribed:
(a) Except as provided by
subparagraphs (2)(b) and (2)(c) of this Rule, all books and records required to
be made under the provisions of this Rule shall be maintained and preserved in
an easily accessible place for a period of not less than five (5) years from
the end of the fiscal year during which the last entry was made on such record,
of which the first two (2) years shall be in the principal office of the
investment adviser.
(b) Except as
provided in subparagraph (2)(c)(ii), books and records required to be made
under the provisions of subparagraphs (1)(e) and (1)(h) of this Rule shall be
maintained and preserved in an easily accessible place for a period of not less
than five (5) years from the end of the fiscal year during which the investment
adviser last published, or otherwise disseminated, directly or indirectly, the
notice, circular, advertisement, newspaper article, investment letter,
bulletin, or other communication.
(c) Notwithstanding other record preservation
requirements of this Rule, the following records or copies are required to be
maintained at the business location of the investment adviser from which the
customer or client is being provided, or has been provided, investment advisory
services:
1. Records required to be preserved
under:
(i) Paragraphs (a)(3), (a)(7)-(10),
(a)(14)-(15), (b) and (c) inclusive, of SEC Rule 204-2 of the Investment
Advisers Act of 1940; and
(ii)
Subparagraphs (1)(i)-(k) of this Rule.
2. The records or copies required under the
provisions of subparagraphs (1)(e), (1)(h), and (1)(l) of this Rule that
identify the name of the investment adviser representative providing investment
advice from that business location, or that identify the business location's
physical address, mailing address, electronic mailing address, or telephone
number. These records shall be maintained for the period described in
subparagraph (2)(b) of this Rule.
(d) Partnership articles and any amendments
thereto, articles of incorporation, charters, minute books, and stock
certificate books of the investment adviser, and of any predecessor, shall be
maintained in the principal office of the investment adviser and preserved
until at least three (3) years after termination of the enterprise.
(e) An investment adviser subject to
paragraph (1) of this Rule, before ceasing to conduct or discontinuing business
as an investment adviser, shall arrange for, and be responsible for, the
preservation of the books and records required to be maintained and preserved
under this Rule for the remainder of the period specified in this Rule, and
shall notify the Commissioner in writing of the exact address where such books
and records will be maintained during such period.
(3) To the extent that the SEC promulgates
changes to the above-referenced rules of the Investment Advisers Act of 1940,
investment advisers in compliance with such rules, as amended, shall not be
subject to enforcement action by the Commissioner for violating this Rule to
the extent that the violation results solely from the investment adviser's
compliance with the amended rule.
(4) Every investment adviser that maintains
its principal place of business in a state other than Georgia shall be exempt
from the requirements of this Rule, provided that the investment adviser is
licensed in such other state and is in compliance with that state's
recordkeeping requirements.
(5) The
records of an investment adviser registered under the Act are subject to such
reasonable periodic or special inspections by a representative of the
Commissioner as the Commissioner considers necessary or appropriate in the
public interest and for the protection of investors. An inspection may be made
at any time and without prior notice. The Commissioner may copy and remove any
record the Commissioner reasonably considers necessary or appropriate to
conduct the inspection. The fee for a routine examination of an investment
adviser shall be:
(a) $ 150 for an investment
adviser with assets under management of one (1) million dollars or
less;
(b) $ 200 for an investment
adviser with assets under management of more than one (1) million dollars but
not more than five (5) million dollars;
(c) $ 250 for an investment adviser with
assets under management of more than five (5) million dollars but not more than
ten (10) million dollars;
(d) $ 300
for an investment adviser with assets under management of more than ten (10)
million dollars but not more than twenty (20) million dollars;
(e) $ 400 for an investment adviser with
assets under management of more than twenty (20) million dollars but not more
than forty (40) million dollars;
(f) $ 600 for an investment adviser with
assets under management of more than forty (40) million dollars but not more
than sixty (60) million dollars;
(g) $ 800 for an investment adviser with
assets under management of more than sixty (60) million dollars but not more
than eighty (80) million dollars; and
(h) $ 1000 for an investment adviser with
assets under management of more than eighty (80) million dollars.
O.C.G.A. Sec.
10-5-40(c).
Original Rule entitled
"Books and Records to Be Maintained by Investment Advisers" adopted. F.
Nov. 18, 2011; eff.
Dec. 8, 2011.
Repealed:
New Rule entitled "Books and Records to be Maintained by Investment Advisers;
Routine Examinations and Fees" adopted. F. Mar. 9,
2012; eff. Mar. 29,
2012.
Amended: F.
Dec. 7, 2012; eff.
Dec. 27,
2012.
