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IA Checklist

Missouri Investment Adviser Application Checklist

Missouri Securities Division Audit Unit Information

IA Switch Pre-Registration Exam Report

IA Switch Final Report

Presentation on IA Switch Issues

No Action Letter

No-Action Determination Concerning Private Fund Advisers

IA Switch Letter to IA Firms

December 2011 Letter to Switching Investment Advisers

Pension Administrators No-Action Letter

No-Action Determination on Pending Application at Switch Deadline


Advisory Releases

Advisory Release AR-12-05:

Commissioner of Securities Issues No-Action Determination Concerning Pending Investment Adviser Registration Applications After the Dodd-Frank Act “Switch” Deadline

The Commissioner of Securities for the State of Missouri (the “Commissioner”) is issuing this advisory release to alert Missouri’s investment advisers of a recent no-action determination in connection with the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) investment adviser switch requirements.

The Dodd-Frank Act required investment advisers with assets under management between $25 million and $100 million (“mid-sized investment advisers”), previously registered with the SEC, to register with the states by June 28, 2012 (the “switch deadline”). Some mid-sized investment advisers applying for Missouri registration just prior to or after the switch deadline risk having their federal registration withdrawn or terminated before their state registration is approved, and, as a result, may be without any registration and thus unable to conduct business.

This potential lag between federal and state registration prompted a June 28, 2012 no-action request from a Missouri-based investment adviser who filed for registration with the Commissioner prior to the switch deadline. Pension Administrators & Consultants, Inc. (“Pension Administrators”), sought no-action relief from the Commissioner while its application was pending and until approval.

On July 2, 2012, the Commissioner responded to Pension Administrators’ request by granting a no-action determination in accordance with Section 409.6-605(d), RSMo. (Cum. Supp. 2011). The Commissioner noted the following representations made by Pension Administrators in its request:



  1. Pension Administrators is a mid-sized investment adviser required by the Dodd-Frank Act to switch to state registration;

  2. Pension Administrators is a Missouri-based investment adviser;

  3. Pension Administrators applied for Missouri registration prior to the switch deadline; and

  4. As of the switch deadline, Pension Administrators’ application for registration was still being reviewed by the Missouri Securities Division and consequently remained pending.



The no-action determination provides that the Commissioner will take no action against Pension Administrators as long as: the firm maintains its current business arrangements, and its application for Missouri registration remains pending. The no-action determination is subject to the registration-as-a-matter-of-law provisions contained in Section 409.4-406, RSMo. (Cum. Supp. 2011), and the effectiveness and tolling provisions of MO 15 CSR 30-51.160.

If you have any questions, please contact the Securities Division at (573) 751-4136, or for more information on the impact of the Dodd-Frank Act on securities regulation in Missouri, visit http://www.sos.mo.gov/securities/iaswitch/.

July 3, 2012




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  • September 6, 2012
    The Commissioner of Securities has issued an Advisory Release alerting Missouri's investment advisers and others to a recent report on the Investment Adviser Registration "Switch." Read the release here, and the Report here.

  • July 3, 2012
    The Commissioner of Securities has issued an Advisory Release concerning pending investment adviser registration applications after the Dodd-Frank Act "Switch" deadline. Read the release here.

  • May 17, 2012
    The Commissioner of Securities has issued an Advisory Release concerning a no-action letter and the April 26 rulemaking concerning Missouri Private Fund Advisers. Read the release here.

  • April 26, 2012
    The Commissioner of Securities has issued an advisory release concerning a rulemaking related to an exemption from registration for certain advisers to private funds. Read the release here.

  • March 23, 2012
    The Commissioner of Securities has issued an advisory release on the fast-approaching deadlines and best registration practices for investment advisers switching to state registration. Read the release here.

  • December 30, 2011
    The Commissioner of Securities sent a letter to Missouri Investment Advisers who may switch to state regulation in 2012 under the Dodd-Frank Act. Read the letter here .

  • December 15, 2011
    Advisory Release AR-11-07
    The Commissioner of Securities issued an advisory release summarizing NASAA’s coordinated review program for investment advisers switching to state regulation in 4-14 states. Read the release here.

  • July 20, 2011
    Advisory Release AR-11-04
    The Commissioner of Securities for the State of Missouri issued an advisory release summarizing a No-Action Determination issued in response to a request by an adviser to a private fund. Read the release here.


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