As a hand fits a glove, so do disclosure and fiduciary duty meld to form a bond in the adviser’s world. No document more dramatically defines disclosure for advisers than Form ADV.
Clients must be able to assess an adviser’s conflicts, as well as to understand an adviser’s business through a plain-English explanation, which is the purpose behind Form ADV.
Of course, the document also informs the regulatory as well.
Disclosures in general
While Form ADV is a public document that must be amended annually, it really simply represents the starkest example of disclosure, which can come in many forms. For instance, an investment company board must be made aware of key compliance issues. An adviser must share records with SEC examiners when they request them. An advisory contract mustn’t mislead.
An expectation of truthfulness engulfs the adviser’s role in all of its disclosures, not just Form ADV. Many firms have been cited for faulty disclosures by SEC enforcement staff under Advisers Act section 206
and its catch-all language of “any act, practice, or course of business which is fraudulent, deceptive, or manipulative.”
Other sections of the act can be triggered by questionable disclosures, including section 207
(material misstatements), as well rules such as rule 204-1
Compliance occupies a critical role in overseeing the production of Form ADV, as well as other disclosures.
Common best practices are to ensure your disclosures are consistent across their many platforms, including advertisements, social media posts, firm websites, limited partnership agreements, prospectuses, private placements memoranda, advisory agreements and more.