REGISTRATIONS WITH THE FCA, SEC, CFTC, FINRA
In order to undertake investment business in the UK, firms are required to obtain authorisation (Part 4a Permission) from the Financial Conduct Authority (“FCA”). This is a complex and time consuming process. Optima provides firms with a tailored service offering ranging from managing the end to end process of registering; to simply reviewing draft applications, and everything inbetween. Our authorisations team has vast experience in dealing with FCA applications. We have longstanding relationships with the FCA and work seamlessly with other service providers.
We can guide you through the entire FCA authorisation process from start to finish. This can include drafting and preparing the application for submission with the FCA, responding to queries from the FCA and advising you as a regulated firm. We aim to take the stress and complexity out of the authorisation process to enable you to do what you do best.
As a consequence of the “Dodd Frank Act” more and more UK firms have Securities and Exchange Commission (“SEC) regulatory exposure. We provide clients with full SEC support from our London office. Our London team includes technical SEC specialists that have spent considerable time working in the US and have strong relationships with the US regulators. If your business has US regulatory exposure, we can advise on any applicable exemptions (Foreign Private Adviser Exemption and Relying Advisers) or we can assist you in becoming an Exempt Reporting Advisor (“ERA”) or a fully SEC Registered Investment Advisor.
We offer clients full SEC registration support, including drafting Form ADV1, ADV 2A and ADV 2B, providing tailored compliance manuals, compliance calendars and SEC compliance training.
Full SEC registration
Firms that cannot rely on the Foreign Private Fund Adviser exemption or the Private Fund exemption must fully register with the SEC.
This is quite a lengthy application which requires the Applicant to complete form ADV 1 (a detailed form about the advisor and funds managed), ADV 2A (fund brochure) and Form ADV 2B (biographies of key investment staff). While the format is quite structured, UK firms often need support in interpreting the questions and understanding the level of information required. Our UK based SEC specialists are ideally qualified to provide this support.
Optima has a range of options available to you from managing the end to end process of registering with the SEC to reviewing and advising on the registration documents. We create a tailored service based on our client’s needs.
Many firms operating outside the U.S., which cannot rely on the Foreign Private Advisor Exemption, are able to rely upon the Exempt Reporting Adviser exemption to avoid having to fully register with the SEC. Key factors in determining qualification for this exemption include whether the firm has U.S. managed accounts or if it manages more than $150 million from a place of business in the U.S.
Firms applying to become an ERA are only required to complete a subset of Form ADV 1. Optima supports many firms that are applying to become ERAs and usually assists in the completion of the Form ADV 1 as well as developing appropriate policies and procedures.
Upon SEC approval, the firm will be subject to a subset of the SEC rules applicable to Registered Investment Advisers.
Our UK team has extensive experience advising firms globally on the impact of Dodd-Frank and advise many UK based Commodity Pool Advisers, Commodity Trading Advisers, Introducing Brokers and Future Commission Merchants. We understand the impact of Commodity Futures Trading Commission (“CFTC”) regulation on non-US firms and have developed a range of specifically tailored products to help support and advice our clients on the whether they need to register with the CFT and, if so, what they need to register as. We advise firms on the entire registration process from the necessary forms to complete, identifying the relevant Principals and Associated Persons, examination requirements, exemptions and providing the necessary compliance infrastructure to take the burden out of having to be CFTC compliant.
Post registration we can assist with your ongoing compliance requirements, such as NFA Form PQR, CFTC Form PQR, CTA Form PR, Annual Self Examination etc.
In order to undertake broker/dealer activities in the US, a firm must register with the Financial Industry Regulatory Authority (“FINRA”). This is a complex and time consuming process. Optima’s FINRA experts can provide firms with a tailored service offering ranging from managing the end to end process of registering; to simply reviewing draft applications, and everything inbetween.
We can guide you through the entire FINRA authorisation process from start to finish. This can include drafting and preparing the FINRA application for submission, drafting your business plan, responding to queries from and attending meetings with FINRA, advising on regulatory capital and setting up an appropriate compliance infrastructure.