SEC Smacks RIA for Weak Compliance Program and CCO
An investment adviser and its Chief Compliance Officer and CEO were censured, sanctioned and fined for failing to adopt an adequate compliance program. As alleged by the SEC, the firm purchased an “off-the-shelf” compliance manual that it failed to customize, never implemented policies and procedures or a Code of Ethics, failed to conduct an annual compliance review, and ignored an outside compliance consultant’s recommendations. Also, the SEC criticized the firm for hiring as CCO a former NASD compliance examiner who had little experience with investment adviser regulation. The SEC charges the firm with failing to comply with the disclosure and consent requirements for principal trades and overcharging clients. The firm agreed to hire an independent consultant for 3 years, deliver the enforcement order to all of its clients, and pay over $400,000 in fines and disgorgement. The CEO and the CCO were also censured and fined.
OUR TAKE: This case really focuses on the weak compliance program as the primary violation. The SEC is not just making speeches. Firms need to implement a comprehensive and customized compliance program, hire somebody who actually knows the Advisers Act, and review the program annually. Otherwise, a firm risks fines, consultant fees, and reputation loss.