On June 22, the U.S. Securities and Exchange Commission (SEC) adopted several rules implementing changes to the Investment Advisers Act of 1940 (Advisers Act) made by Title IV of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act). The new rules were adopted under a pair of companion releases: the first implemented changes for “mid-size” advisers and outlined reporting requirements of “exempt reporting advisers” (Implementing Release)1 and the second promulgated exemptions from SEC registration for venture capital fund advisers, private fund advisers, and foreign private advisers (Exemptions Release).2

As a result of the new rules, previously unregistered advisers may have to register with the SEC or one or more state regulators absent an exemption from registration. Both venture capital advisers newly registering with the SEC or exempt from registration but subject to reporting requirements will have to file Form ADV (which will now cover both registered and exempt advisers) by March 30, 2012. For venture capital fund advisers exempt from registration, these reporting requirements will nonetheless include, among other things, disclosure of affiliated entities and extensive information about each of the adviser’s venture capital funds.