Earlier this week, the Office of Compliance Inspections and Examinations (OCIE) of the U.S. Securities and Exchange Commission (SEC) issued a new Risk Alert (available here) related to the use of outsourced chief compliance officers (CCOs) by SEC-registered investment advisers and investment companies (Registrants). The Risk Alert shares staff observations of Registrants who outsource their CCO functions to unaffiliated third-parties resulting from nearly 20 examinations under OCIE’s Outsourced CCO Initiative. The Risk Alert identified a number of key concepts that should be considered by Registrants.

First, Registrants with outsourced CCOs should review their business practices in light of the risks highlighted by the staff and the Registrant’s responsibilities under applicable compliance rules. The Risk Alert emphasizes that Registrants not only must assure that outside CCOs have the requisite knowledge and experience to carry out the responsibilities of a CCO, they should also have the authority and access to the organization needed to accomplish their duties.

Second, Registrants with outsourced CCOs retain responsibility for the adoption and implementation of an effective compliance program, and use of an outside CCO does not reduce that obligation. The Risk Alert noted that one size does not fit all, and outside CCOs should seek to adjust and tailor compliance programs to meet the specific needs and functions of each client, where standard checklists do not address unique factors.

The Risk Alert encouraged outsourced CCOs to maintain frequent and personal interaction with the employing Registrant’s staff, rather than just electronic communications. The staff also noted a positive correlation between accurate annual reviews and outsourced CCOs who were able to independently obtain records necessary for such reviews (rather than relying solely on the Registrant to do so), and cautioned that the staff observed more compliance-related issues arising with outsourced CCOs serving in that role for numerous unaffiliated firms, especially with a disparate and dispersed client base. The Risk Alert also provided detailed information related to exam findings concerning outsourced CCOs conducting meaningful risk assessments, following and tailoring compliance policies and procedures, and performing annual reviews of Registrant compliance programs.

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Photo of Richard M. Cutshall Richard M. Cutshall

Richard M. Cutshall is Co-Chair of the firm’s Financial, Regulatory and Compliance Practice, Co-Chair of the firm’s Private Funds Group, and Co-Chair of the firm’s Investment Management Group. Rich has experience representing clients in a variety of investment management, general securities, and corporate

Richard M. Cutshall is Co-Chair of the firm’s Financial, Regulatory and Compliance Practice, Co-Chair of the firm’s Private Funds Group, and Co-Chair of the firm’s Investment Management Group. Rich has experience representing clients in a variety of investment management, general securities, and corporate matters, including the representation of mutual funds, ETFs, and other funds registered under the Investment Company Act of 1940; fund and ETF independent directors; unregistered investment funds; federally registered, state registered, and federally and state exempt investment advisers; broker-dealers; and an array of public and private companies.

Rich represents investment adviser clients at all stages of their life cycle, from concept and formation through registration, daily operation through wind-down and exiting the business, including representing investment adviser clients on both the buy-side and sell-side in M&A transactions. He also represents clients in all aspects of investment company practice, including organizing and forming new funds and ETFs, registering mutual funds and ETFs with the SEC, and the acquisition and merger of public funds.

In the course of representing investment advisers and public and private funds, Rich advises Greenberg Traurig’s clients on all aspects of securities regulatory compliance, particularly including new and existing SEC rules; SEC examination, regulatory, and investigative initiatives and sweeps; the SEC’s proposal, adoption, and implementation of new regulations, such as the recently rewritten investment adviser marketing rule; and finding compliance solutions related to the regulatory scheme applicable to investment advisers and investment funds, including implementing both novel and long-standing SEC regulatory guidance and interpretations. He also advises clients on the day-to-day aspects of corporate governance, board and adviser fiduciary responsibility, and SEC compliance, as well as assisting clients in all aspects of SEC and other regulatory examinations.

Rich has given presentations on and assists a variety of investment management clients with their compliance with anti-money laundering laws, and has performed annual independent third party audits of several clients’ anti-money laundering policies, programs and controls.

Rich also has experience representing clients in many industries in the sale or acquisition of businesses, formation of corporate entities, sophisticated contract negotiations, and in obtaining, renewing and renegotiating the terms of financing business operations. He routinely works with clients’ chief executive officers, chief financial officers, directors, and in-house general and assistant general counsels, including occasionally working from clients’ corporate headquarters upon request. Rich works with corporate and finance clients of all sizes, from startup family-run businesses and entrepreneurial endeavors to Fortune 500 clients. He also has experience representing clients across many industries, including health care, data management, retail product display and advertising design and manufacturing, industrial manufacturing, and real estate management and brokerage industries.