2025-00248Notice

Mystery Rule 3a-4 Needs Extension, Details Classified Apparently

Published Date: 1/10/2025

Notice

Summary

The SEC is asking to extend the approval for Rule 3a-4, which helps certain investment advisory programs, like wrap fee programs, avoid extra registration rules. This rule affects advisors managing smaller client accounts by letting them offer personalized advice without extra paperwork. The extension means these programs can keep running smoothly without new costs or delays for now.

Analyzed Economic Effects

3 provisions identified: 2 benefits, 1 costs, 0 mixed.

Large Paperwork Burden on Program Sponsors

The SEC estimates 27,979,460 clients participate annually in programs relying on Rule 3a-4 (2,127,147 new and 25,852,313 continuing clients). Staff estimate 1.5 hours per new client, 1 hour per continuing client for initial interviews, plus 1 hour per client per year for quarterly statements, for a total annual paperwork burden of 57,022,493 hours. The SEC has submitted an OMB request to extend approval of this information collection and is accepting public comments through February 10, 2025.

Safe Harbor Lets Wrap Programs Avoid Registration

If you have an investment account in a wrap-fee or similar advisory program, Rule 3a-4 (17 CFR 270.3a-4) provides a safe harbor so those programs do not have to register as investment companies under the Investment Company Act. The rule was adopted in 1997 and is designed to let advisers offer discretionary, tailored advice to smaller accounts without the Act's registration requirements.

Client Protections: Info, Contacts, Statements

If you participate in a program relying on Rule 3a-4, the sponsor (or its designee) must obtain information about your financial situation and investment objectives when the account is opened, allow you to impose reasonable restrictions (for example, designate securities not to be purchased), contact you annually to check for changes, and provide a written quarterly statement describing account activity. The sponsor must also notify you quarterly to contact them about any changes and make personnel reasonably available to consult with you.

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Key Dates

Published Date
1/10/2025

Department and Agencies

Department
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