SEC investment adviser compliance checklist

The deadlines in this template

• Form ADV annual updating amendmentSEC · 90 days after fiscal year end

  File your annual updating amendment to Form ADV Parts 1 and 2 through IARD within 90 days of your fiscal year end (17 CFR 275.204-1(a)(1)). Update Part 2A, the brochure, at the same time. The date here is set a few days early to stay inside 90 days.

• Deliver the brochure or summary of material changes to clientsSEC · 120 days after fiscal year end

  If your brochure has changed materially since your last annual updating amendment, deliver to each client, free of charge, either the current brochure or the summary of material changes with an offer to provide the brochure, within 120 days of your fiscal year end (17 CFR 275.204-3(b)(2)).

• Annual review of compliance policies and proceduresSEC · At least once a year

  Review, at least once a year, whether your compliance policies and procedures are adequate and how effectively they're implemented (17 CFR 275.206(4)-7(b)). Your chief compliance officer administers it. Keep records documenting the review (275.204-2(a)(17)(ii)).

• Code of ethics: annual holdings reportsSEC · Once every 12 months, on your date

  Collect a holdings report from each access person at least once every 12 months, on a date you select, with information current within 45 days of the report (17 CFR 275.204A-1(b)(1)). New access persons report within 10 days of becoming one.

• Code of ethics: quarterly transaction reportsSEC · 30 days after each calendar quarter

  Collect a transaction report from each access person covering all their personal securities transactions in the quarter, no later than 30 days after each calendar quarter end (17 CFR 275.204A-1(b)(2)).

• IARD annual renewal paymentIARD · Early December

  Pay your Preliminary Statement in E-Bill through FINRA Gateway for next year's state notice filing and registration fees. The deadline is in early December and changes each year (December 7 for the 2027 renewals), so the date here is December 1. Check the IARD renewal calendar; a Final Statement follows in January if more is owed.

• Form PF annual updateSEC · 120 days after fiscal year end

  If you advise private funds and managed at least $150 million in private fund assets at your last fiscal year end, file Form PF through the Private Fund Reporting Depository within 120 days of your fiscal year end (17 CFR 275.204(b)-1). Large hedge fund advisers file quarterly within 60 days, and large liquidity fund advisers within 15 days, instead.

• Deliver audited fund financial statements to investorsSEC · 120 days after the fund's fiscal year end

  If you rely on the audit approach under the custody rule, have each pooled vehicle audited at least once a year by a PCAOB-registered and inspected accountant, and distribute the audited GAAP financial statements to all investors within 120 days of the fund's fiscal year end (17 CFR 275.206(4)-2(b)(4)). Move the date if your fund's year end differs from yours.

• Form 13FSEC · 45 days after each calendar quarter

  If you exercise investment discretion over at least $100 million in 13(f) securities on the last trading day of any month in a calendar year, file Form 13F within 45 days of that year end and of each of the next year's first three quarters (17 CFR 240.13f-1). The dates here are the 14th of February, May, August and November, a day early for May.

• Form N-PX: say-on-pay votesSEC · By August 31

  If you file Form 13F, file Form N-PX by August 31 with your votes on executive compensation (say-on-pay) for the 12 months ended June 30 (17 CFR 240.14Ad-1).

• Form 13H annual updateSEC · By February 14

  If you're a large trader, file the annual update to Form 13H within 45 days of the calendar year end (17 CFR 240.13h-1(b)(1)(ii)), and amend it promptly after a quarter in which the information became inaccurate.

Dates that count from your fiscal year end use the year end you choose. Check the unchecked items if they apply to you: Form PF and fund audits for private fund advisers, Form 13F and N-PX for managers with $100 million or more in 13(f) securities, and Form 13H for large traders.

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Every year, from your fiscal year end

The Form ADV annual amendment within 90 days, and the brochure or summary of material changes to clients within 120 days. Private fund advisers with at least $150 million in private fund assets also file Form PF within 120 days, and advisers using the custody rule's audit approach send audited fund financial statements to investors within 120 days of each fund's year end.

On your own dates

The annual compliance review and the annual holdings reports from access persons fall on dates you choose. Enter them once and they repeat.

Every quarter

Code of ethics transaction reports within 30 days of each calendar quarter end. Managers with $100 million or more in 13(f) securities file Form 13F within 45 days of each quarter end, and Form N-PX by August 31.

Every December

The IARD renewal: pay the Preliminary Statement for next year's state notice filing and registration fees by the deadline in early December. It was December 7 for the 2027 renewals.

Not on a calendar

If you have custody of client assets and don't use the audit approach, an independent accountant verifies them by a surprise examination once each calendar year, at a time it chooses without telling you. FinCEN's anti-money laundering rule for investment advisers has been postponed to January 1, 2028.

Sources

• 17 CFR 275.204-1: Amendments to Form ADV
• 17 CFR 275.206(4)-7: Compliance procedures and practices
• 17 CFR 275.204A-1: Investment adviser codes of ethics
• 17 CFR 275.206(4)-2: Custody of funds or securities of clients
• IARD: 2027 Renewal Program calendar
• FinCEN: Final rule postponing the investment adviser AML rule to 2028

This page is a summary, not legal or regulatory advice. The rules in the sources above take precedence.