SEC Examination Request List
SEC Request List Request No. Date of Request Provided (Y/N) Date Provided Status Notes
I. General Information Status Key
Adviser's organization chart, showing ownership percentages of the Adviser and control
persons, and a schedule or chart of all affiliated entities.
I.A √ Provided
List of current employees, partners, officers and/or directors and their respective titles.
Please include the start date for each employee and indicate if the employee is considered
an access person. In addition, include the names of any of the Adviser's employees,
officers and/or directors who resigned during the past year and information regarding the
I.B Х
reason for their departure. Outstanding
Names of employees who were disciplined and/or terminated during the past year and
I.C
information regarding the reason for the action. ▬ Incomplete
For the past year, any threatened, pending and settled litigation or arbitration involving the
Adviser or any "supervised person" (if it relates to the individual's association with the
Adviser or a securities-related matter) including a description of the allegations, the status,
and a brief description of any "out of court" or informal settlement. Note that "supervised
person" is any partner, officer, director (or other person occupying a similar status or I.D
performing similar functions), or employee of an investment Adviser, or other person who
provides investment advice on behalf of the investment Adviser and is subject to the
supervision and control of the investment Adviser (defined in Section 202(a)(25) of the
Adviser's Act). If none, please provide a written statement to that effect.
I.E
Current standard client advisory contracts or agreements.
Names of sub-Advisers selected and recommended by the Adviser. Include all sub-
I.F
advisory agreements executed with other investment Advisers.
Current fee schedule(s), if not otherwise stated in advisory contracts or in Form ADV
I.G
Part II.
Names of any joint ventures or any other businesses in which the Adviser or any officer,
I.H
director, portfolio manager, or investment professionals participates or has any interest
(other than their employment with the Adviser), including a description of each relationship.
The Form ADV Part II furnished to clients during the Examination Period and any
I.I
disclosure document used in conjunction with, or in lieu of, Part II.
The names and location of all service providers (both affiliated and unaffiliated), e.g.,
auditor, administrator, custodian bank, sub-advisers, legal counsel, third-party valuation
consultants, and the services they perform. Please include information about the due I.J
diligence process to initially evaluate and monitor thereafter the work provided and how
potential conflicts and information flow issues are addressed.
Please provide the staff with a list of all committees the members of each committee, and
I.K
the responsibilities of each committee.
II. Information Regarding the Adviser's Compliance Program, Risk Management, and
Internal Controls
Compliance Policies and Procedures and Testing II.A
1.) All compliance policies and procedures that were in effect during the Examination
II.A.1
Period.
2.) Information relating to the firm's compliance testing, including any compliance
reviews, quality control analyses, surveillance, and/or forensic or transactional tests
performed by the firm. This information should include any significant findings, both II.A.2
positive and negative, of such testing and any information about corrective or remedial
actions taken regarding these findings.
On-going Risk Identification and Assessment II.B
1.) A current inventory of the Adviser's compliance risks or conflicts that forms the basis
for its policies and procedures, including any changes made to the inventory and the II.B.1
dates of the changes.
2.) Any documents maintained that map the Adviser's inventory of risks to its written
II.B.2
policies and procedures.
3.) Any written guidance that the Adviser has provided to its employees regarding its
compliance risk assessment process and the process for creating policies and II.B.3
procedures to mitigate and manage its compliance risks.
Use of Internal Audit
II.C
1.) Provide all internal audit reviews schedules, if any. Indicate the subject and the date
of the report and whether the audit was completed.
Supervision of Remote Offices and/or Independent Advisory Contractors
1.) Information about the oversight process the Adviser uses for any remote offices II.D
and/or independent advisory contractors, and any policies and procedures with respect
to such oversight.
Client/Investor Correspondence and/or Complaints
1.) Any client/investor complaints for the one year period ending [last day of Review
Period] and information about the process used for monitoring client/investor II.E
correspondence and/or complaints, including the name of any third-party service
provider used and the Adviser's oversight of the service provider. Please note that this
includes both oral and written complaints.
Annual and/or Interim Reviews
II.F
1.) Documentation maintained regarding any reviews conducted of the Adviser's
policies and procedures, including any annual and/or interim reports.
Compliance Issues Log
1.) A record of any non-compliance with the Adviser's Code of Ethics and of any action II.G
taken as a result of such non-compliance for the one year period ending [last day of
Review Period].
Valuation II.H
1.) Names of all pricing services, quotation services, and externally-acquired portfolio
accounting systems used in the valuation process and information about whether they II.H.1
2.) Names of all or soft-dollars, or a combination.
are paid in hard fair-valued and any illiquid securities held by clients, a description of
any
fair value process employed including any testing and results and all fair value reports
prepared or reviewed by a valuation committee. In addition to any fair valued securities
II.H.2
identified by you, please include in your response a list of any securities for which the
price provided by a pricing service was overridden by the adviser, sub-adviser, or
Board of Directors and the date of such override.
3.) Supporting documentation for the most recent advisory fee calculation, including
II.H.3
performance fees and the manner in which the fees were calculated.
Information Processing, Reporting and Protection II.I
1.) Any written guidance used to comply with Regulation S-P, including addressing
administrative, electronic and physical safeguards for the protection of customer II.I.1
records and information.
2.) The Adviser's business continuity plan. II.I.2
II.I.3
3.) Any documentation to substantiate the latest business continuity training and testing.
III. Information to Facilitate Testing with Respect to Advisory Investment Activities
Trade Blotter
III.A
For the Review Period, a trade blotter (i.e., purchases and sales journal) that lists
transactions (including all trade errors, cancellations, re-bills, and reallocations) in III.A
securities and other financial instruments (including privately offered funds) for: current
and former clients; proprietary and/or trading accounts and access persons. The preferred
format for this information is to provide it in Excel as indicated in Exhibit 1.
Client Information III.B
Provide the information below for all advisory clients, including privately offered funds.
The preferred format for this information is in Excel.
1.) Current advisory clients, indicating; III.B.1
a. the Account number, name and current balance, as of [last day of Review Period]; III.B.1.a
b. whether the client is a related person, affiliated person, or a proprietary account; III.B.1.b
c. the type of account (e.g., individual, defined benefit retirement plan, registered
fund, III.B.1.c
or unregistered fund);
d. the account custodian, and location; III.B.1.d
e. whether or not the custodian sends periodic account statements directly to the
client; whether or not the delivery is electronic, if so, a copy of the authorization; and III.B.1.e
the form of electronic delivery (e.g., email or website login);
f. whether or not the Adviser has discretionary authority; III.B.1.f
g. whether the Adviser, an officer, or an affiliate acts as trustee, co-trustee, or
III.B.1.g
successor trustee or has full power of attorney for the account;
h. whether Adviser or related persons are deemed to have custody of, possession
III.B.1.h
of or access to the client's assets, and if so, the location of the assets;
i. the investment strategy (e.g., global equity, high-yield, aggressive growth,
long/short, III.B.1.i
or statistical arbitrage) and the performance composite in which it is included,
if the Account portfolio manager(s);
j. any; III.B.1.j
k. whether client has a directed brokerage arrangement, including commission
recapture (provide the name of broker(s), details of the arrangement and any reports III.B.1.k
used to monitor payments of commissions);
l. the value of each client's account that was used fur purposes of calculating its
III.B.1.l
advisory fee for the most recent billing period;
m. whether the client pays a performance fee and the most recent account
III.B.1.m
performance figures;
n. whether or not advisory fees are paid directly from the client's custodial account;
III.B.1.n
and
o. for clients obtained during the examination period, provide account inception date
III.B.1.o
and name(s) of consultant(s) related to obtaining the client, if any.
2.) Names of advisory clients lost within the past 12 months, including the reason,
II.B.2
termination date and asset value at termination.
Portfolio Management III.C
1.) Names of securities/portfolio companies held in all client portfolios (aggregate
position totals for all instruments) as of [last day of Review Period]. This record should
include the security name, name of each client holding an interest, the amount owned
by each client, the aggregate number of shares or principal and/or notional amount III.C.1
held and total market value of the position. In addition, for each portfolio company,
please include a schedule of securities held, e.g. common stock, preferred stock. The
preferred format for this information is in Excel.
2.) For the examination period please provide Minutes and Materials of investment
and/or portfolio management committee meetings, if such committees exists, and
III.C.2
minutes are maintained. Also include minutes and materials for limited partner advisory
committee meetings, if available.
3.) Names of any publicly traded companies for which employees of the Adviser or its
III.C.3
affiliates serve as officers and/or directors, and the name(s) of such employees.
4.) Names of any portfolio companies that have significant relationships with publicly
III.C.4
traded companies, e.g. customer, vendor, suppliers.
5.) Names of companies for which employees of the Adviser or its affiliates, serve on
creditors' committees, and the name(s) of such employees. III.C.5
6.) Deal Attribution List, e.g. list of investment professionals assigned to each deal
including their role, e.g. sourcing, execution, board, exit. III.C.6
7.) The Adviser's ten most profitable (including unrealized gain) investment decisions
based on total return of positions opened and closed for each investment strategy or
mandate offered to clients. Please include the purchase date, sale date, percentage of III.C.7
gain, and dollar amount of the gain.
Brokerage Arrangements III.D
1.) Any documents created in the evaluation of brokerage arrangements and best
III.D.1
execution.
2.) Soft dollar budget or similar document that describes the products and services the
III.D.2
Adviser obtains using clients' brokerage commissions.
3.) Commission-sharing arrangements including the name of the broker-dealer and
III.D.3
total dollars allocated to each arrangement during the preceding 12 months.
4.) All affiliated broker-dealers including a description of the affiliation and of their
III.D.4
clearing arrangements.
5.) Securities in which the Adviser or an affiliate was a market maker. III.D.5
6.) Securities purchased for any client in which the Adviser or an affiliate underwrote or
participated as underwriting manager, purchase group and/or syndicate or selling group III.D.6
and the underwriting date(s).
7.) For the one year period ended [last day of Review Period], provide a list of all trade
errors and the corresponding information related to handling/resolution of such errors
(proof of reimbursement, internal memorandums, trade tickets, confirmations etc.). III.D.7
Additionally, provide all policies and procedures with respect to identifying/resolving
trade errors.
8.) Describe the process used for cross trading between advised or affiliated accounts.
Include a description of any changes to the process during the past year. For the
purposes of this response, cross trades are defined as transactions involving the III.D.8
transfer of a holding from one account to another account managed by the Adviser or
managed by an affiliated person.
9.) List all cross transactions that took place during the one year period ended [last day
of Review Period], between current or former clients and/or proprietary or affiliated
III.D.9
accounts. Please identify the security, number of shares, execution price, pricing
sources, total dollar value, the client accounts and the reason for the crosses.
10.) List all principal transactions that took place during the one year period ended [last
day of Review Period], between current or former clients and the Adviser or its
III.D.10
affiliates. Please identify the security, number of shares, execution price, pricing
sources, total dollar value, the client accounts and the reason for the crosses.
Trade/Investment Allocations III.E
1.) Policies and procedures for allocating investments, e.g. between clients, co-
III.E.1
investors, and related persons.
2.) All initial public offerings and secondary offerings in which clients, proprietary
accounts or access persons participated during the one year period ended [last day of
Review Period], and, if not stated in policies and procedures or if the allocation did not
follow standard policies and procedures, information regarding how allocation decisions
III.E.2
were made. Include the trade date, security, symbol, total number of shares, and
participating accounts. For initial public offerings, indicate whether shares traded at a
premium when secondary market trading began. The preferred format for this
information is in Excel.
Conflicts of Interest and/or Insider Trading III.F
1.) The Adviser's and affiliates Code of Ethics and insider trading policies and
III.F.1
procedures.
2.) If not incorporated in the Code of Ethics, any policies and procedures adopted to
III.F.2
address exemptions for employees, including those for personal hardship, if applicable.
3.) If not incorporated in the Code of Ethics, any policies and procedures governing
III.F.3
personal trading of contract employees and temporary employees, if applicable.
4.) If not stated in policies and procedures, any guidelines for monitoring personal
trading of access persons. Also provide a list of all employees and access persons III.F.4
filing under the Code of Ethics.
5.) If not stated in policies and procedures, information about the process used to
monitor and control the receipt, flow and use of non-public information, including any III.F.5
restricted, watch or grey lists.
6.) Any restricted, watch or grey lists that were in effect during the Examination Period. III.F.6
7.) Any fee splitting or revenue sharing arrangements. III.F.7
IV. Performance Advertising and/or Marketing
All pitch books, one-on-one presentations, pamphlets, brochures, and any other
promotional and/or marketing materials furnished to existing and/or prospective clients for IV.A
each investment strategy and/or mandate.
All advertisements used to inform or solicit clients. If information on services and
investments is available on the Internet, such as websites and blogs, make all versions IV.B
available as either printouts or electronic archives.
If websites include sections for clients or advisory representatives that are accessible only
with a username and password, please establish a temporary username and password for IV.C
the staff's use during the inspection and include them in your response.
All performance return composites including: description and investment objective,
IV.D
inception date, account minimum and whether or not it is used in marketing.
All parties compensated for soliciting clients/investors including: total cash and non-cash
compensation paid and a summary of the business relationship with that entity (e.g.,
IV.E
consulting, prime brokerage, securities lending, placement agents and finders, etc.). In
addition, please describe services provided.
Names of all third-party consultants to which that the Adviser provided responses to
questionnaires. Please provide copies of any due diligence questionnaires and requests IV.F
for proposals completed by the Adviser during the Examination Period.
Documentation that the Adviser is complying with the Global Investment Performance
IV.G
Standards ("GIPS"), if applicable.
Please provide monthly and annualized performance returns of each client account and
proprietary accounts during the period [M/D/YY to M/D/YY] If possible, IV.H
provide this information electronically.
V. Financial Records
Adviser's balance sheet, trial balance, income statement, and cash flow statements as of
V.A
the end of its most recent fiscal year and the most current year to date.
V.B
Adviser's cash receipts and disbursements journal for the Examination Period.
V.C
Adviser's general ledger and chart of accounts.
Any loans from clients, including but not limited to promissory notes, to the Adviser or
V.D
sales of the Adviser's or any affiliate(s) stock to clients.
V.E
Any specific policies and procedures for expense reimbursement, if not already provided.
V.F
List of any instances whereby fees were waived over the past 12 months.
VI. Custody
Please request that the Custodian(s) provide an acknowledgement that it sends account
statements directly to clients (rather than solely to the Adviser) at least quarterly and
provide the names of these clients (if this is an accurate statement). The Custodian should VI.A
send the acknowledgment directly to: [address]
For each client account, provide the name, account number, address, and contact
information (e.g., contact name, mailing address, phone number and e-mail address), for
the entities that maintained custody of the cash/securities of each client's account during
the Examination Period. For any securities that were not maintained with a qualified
custodian, please include a description of the security, security name, location of the VI.B
security, and the name of the clients who held such securities. For purposes of this
request, you may exclude any assets held pursuant to a derivative or swap contract. Such
information, if applicable, may be requested later.
VII. Adviser Sponsoring or Managing Privately Offered Funds
Unregistered Funds VII.I
A. Information regarding each private investment fund, including: VII.I.A
1.) Name as shown in organizational documents (as amended). VII.I.A.1
2.) Domicile (country). VII.I.A.2
3.) Investment strategy (e.g., long-short, statistical arbitrage, fund of funds). VII.I.A.3
4.) If funds are part of a master/feeder fund structure, full name and domicile of
VII.I.A.4
each fund.
5.) Number of investors and total assets as of [last day of Review Period]. VII.I.A.5
6.) Amount, if any, of Adviser's equity interest in each fund as of [last day of Review
VII.I.A.6
Period].
7.) Amount, if any, of Adviser's affiliated persons' interest as of [last day of Review
VII.I.A.7
Period].
8.) Date the fund began accepting unaffiliated investors. VII.I.A.8
9.) Date the fund became active. VII.I.A.9
10.) Whether the fund is currently closed to new investors. VII.I.A.10
11.) Lock-up periods for both initial and subsequent investments. VII.I.A.11
12.) Specific exemption(s) from registration under the Securities Act of 1933 and/or
VII.I.A.12
the Investment Company Act of 1940 upon which each fund relies.
13.) Services the Adviser or an affiliate (e.g., general partner, Adviser, managing
VII.I.A.13
member) is providing.
14.) Amount of leverage, both explicit (on-balance sheet) and off-balance sheet
(futures and certain other derivatives), used by the fund as of [last day of Review VII.I.A.14
Period] as measured by the Adviser for risk-management purposes.
B. For each private fund please provide the following: VII.I.B
1.) Organization document and operating agreement (e.g., partnership agreement,
private placement memoranda, limited partnership agreement, subscription VII.I.B.1
documents).
2.) Financials, audited or un-audited, for its most recent fiscal year end. VII.I.B.2
3.) General ledger underlying the above-referenced statements. VII.I.B.3
4.) Organizational chart of the general partner/managing member. VII.I.B.4
5.) Account statements sent to investors during the Examination Period, if any. VII.I.B.5
6.) Names of current investors including total committed capital and total current
VII.I.B.6
value of each investor's equity interest in the fund.
7.) Names of investors who purchased and redeemed an interest in the fund during
VII.I.B.7
the Examination Period.
8.) Latest advisory fee calculation, including any performance fee calculations, and
the specific manner in which the fees were calculated. Please include client waterfall VII.I.B.8
calculations, if applicable.
9.) A complete description of all positions held in side pockets or special situation
accounts together with their valuation on the date of the related calculation of net VII.I.B.9
asset values.
10.) Provide fund custodial statements for the Examination Period. VII.I.B.10
11.) Side agreements/arrangements in which investors are participants. Please
VII.I.B.11
provide a description for each agreement/arrangement.
12.) Description of any past, current, or pending litigation involving the fund, its
general VII.I.B.12
partner/managing member, or any person associated with the fund.
13.) Names of co-investors including total committed capital and total current value
VII.I.B.13
of each investor's equity interest in each portfolio company.
C. If an entity, other than the fund's Adviser, maintains records regarding the interests
of each fund investor in the fund, please request that entity to provide a confirmation of VII.I.C
the following, as of [last day of Review Period]:
1. Total number of shares outstanding if fund is in corporate form. VII.I.C.1
2. Total number of limited partners. VII.I.C.2
3. Most recently calculated value of each limited partner's interest in the fund. VII.I.C.3
Advisers with Clients That Invest in Private Investment in Public Equity ("PIPES")
PIPES I
List of all PIPE investments that the Adviser participated in during the Examination Period. I.A
List of all PIPE investments that were offered to the Adviser during the Examination
I.B
Period, but the Adviser did not participate.
Information regarding compliance breaches involving PIPEs that occurred during the
I.C
Examination Period, if applicable. Include details about the resolution.