IARD System Frequently Asked Questions - Form Filing for IA Firms
General
1. Will I receive any type of notification or reminder when my next filing is due?
No. Your firm is responsible for its own filing calendar. Neither the SEC nor FINRA sends reminder notices. You should always calendar your Annual Updating Amendment filing, which is due within 90 days following the end of your fiscal year, and you should review General Instruction 4 to Form ADV for other updating requirements. The General Instructions are on the SEC Web Site.
On October 31, 2005, in IARD Release 7.1, the IARD system was enhanced to add an email alert and reminder function. To take advantage of this function, the adviser must supply the email address of its contact employee in its response to Part 1A of Item 1.J. of Form ADV; and the contact employee must confirm the email address by responding to the confirmation request the IARD system sends to the contact person. With this enhanced function, the SEC-registered investment adviser will receive email reminders of certain filing deadlines as well as email notices of SEC regulatory and compliance information. For further information about Release 7.1. see IARD Upgrade to Notify Advisers By Email, at www.sec.gov/divisions/investment/iard.shtml.
2. What do the Exact or Explanation Date radio buttons mean on the Disclosure Reporting Pages (DRPs)?
Where indicated on the DRPs, the date fields will require the user to enter a date and indicate if the date is an exact date or an approximation of the date on which the event occurred. If the date is an approximation of the date, enter the approximate date in the format MM/DD/YYYY in the date field, mark the radio button titled 'Explanation,' and provide an explanation in the text block. If the exact date is known, enter the date and mark the exact radio button.
3. How far in advance can I create my Annual Update Amendment prior to my fiscal year end?
You can create your annual amendment 60 days prior to the end of the fiscal year. It can be maintained in the IARD system as a "Pending" filing. Note, you will not be able to submit the filing prior to the fiscal year end.
4. When I attempt to amend my Form ADV Part 1 on IARD and I click on "Pending," why isn't my most recently filed Form ADV showing up?
"Pending" stores unfinished draft filings, not completed filings. When you click on "Pending," you retrieve a draft filing that you started working on, did not finish and saved for completion at a later time. IARD allows you to store an uncompleted filing for up to 120 days so you can continue completing it without having to start from scratch with a new filing. If you have not started a new filing and saved it to work on later, nothing will show up when you click on "Pending."
Select "New Filing" if you want to begin the process of amending your Form ADV Part 1. A new Form ADV Part 1 pre-populated with the last information you filed will appear on your screen. You then can amend any item in Part 1 that requires updating and click "Submit" to file your amendment.
If you just want to view your last filed Form ADV, click on "Historical."
5. As IARD now permits submission of Part II of the Form ADV, what is my firm's obligation with respect to filing Part II and where can I get additional information?
SEC-registered advisers: The SEC does not require SEC-registered advisers to file Part II of Form ADV electronically. Regardless of whether your firm files its Part II through IARD, your firm must continue to provide prospective clients with a copy of Part II or a brochure containing at least the same required information. A copy of Part II also must be kept in your office for inspection by the SEC. See Rules 203-1(b)(2), 204-1(c) and 204-3 of the Investment Advisers Act for details of your legal obligations concerning Part II of Form ADV.
State-registered advisers: All states will accept Part II through IARD. Some states may require you to file Part II through IARD. If you are uncertain whether your state requires submission via IARD, please contact the state securities regulator directly. Their numbers are available on the NASAA Web Site.
Additional information regarding system functionality can be found in the ADV Part II Navigation Guide or on the NASAA web site.
6. In what format should Part II of Form ADV be submitted?
Part 1 of Form ADV will need to be completed electronically on the IARD System. Part II of Form ADV may be submitted via IARD as a text-searchable PDF attachment to the Form ADV filing or by mail in hardcopy form to any regulators that require a Part II submission.
7. How long does a filing remain "pending" in IARD?
Your "pending" Form ADV and Form ADV-W filings will remain "pending" in the IARD system for a period of 120 calendar days. If they are not submitted during that timeframe, the system will automatically delete them after they reach their expiration date. It is important to review your pending filings on a regular basis to ensure that they are completed and submitted within a 120-day period of time from the date of creation. This will ensure that all pending filings that you wish to submit are not systematically deleted as a result of their 120-day "pending" filing status. You can retrieve your pending filings by:
- Clicking on the FORMS Tab
- Selecting a filing type tab (ADV or ADV-W)
- Clicking on the PENDING Tab.
Using the "Pending Filings Search Criteria" Screen, you can sort by Filing Creation Date in either Ascending or Descending order. You should review the filings in which Creation Dates are nearing their expiration date in order to identify those that you wish to submit.
8. Should titles (i.e., Mr., Ms., etc.) be captured in any of the name fields on the uniform forms?
When creating an individual and inputting the individual's name, DO NOT use titles such as Mr., Mrs., Ms., etc. in any of the name fields. As IARD cannot perform a completeness check on these fields since they are free text fields, the titles are being stored as part of the name itself, which can prevent or delay a match when a name search is performed.
9. I mistakenly chose 'Annual Amendment' as my filing type and have already entered quite a bit of data. Is it possible to switch my filing type to an 'Other Than Annual Amendment' and still retain the data that I have entered?
No. Once you have selected a filing type, it is not possible to switch the filing type and still retain the data. You have two options. You can delete the filing and begin a new filing with the correct filing type chosen and reenter the data. If you choose to delete the incorrect filing, it may help to print it out first for reference when you reenter the data. The other option is to complete and submit the filing with the incorrect filing type and then immediately complete and submit an Other Than Annual Amendment. By choosing this second option, you will not have to reenter data since your full form will pre-populate; however, you may want to check whether any additional fees will apply.
10. I previously filed my firm's Form ADV through the IARD system and it is not yet time to file my annual updating amendment. When must I amend my Form ADV in between annual updating amendments, and how do I amend my Form ADV to reflect changes?
You must review Item 4 of the Form ADV General Instructions to determine when you must amend your Form ADV. You can view the General Instructions at www.sec.gov/pdf/fadvpapr.pdf. To amend your Form ADV, you must take the following steps:
- Logon to the IARD system. In the Forms section/tab choose ADV New Filing.
- Select the filing type: Submit an Other-than-Annual Amendment to your registration.
- You can now begin to enter the appropriate information on the form. When you have finished amending your Form ADV, complete the appropriate Execution Page, run the completeness check, correct any completeness errors and submit the filing. No processing fees are charged for Other-than-Annual Amendments (although state fees may be charged if a new Notice Filing or State Registration is selected).
- For a more detailed discussion of how to file an Other-than-Annual Amendment to Form ADV, see the IARD Firm User's Manual.
11. The system pre-populates our firm's full legal name in Section B when that field should be blank, since it's not a different name from Section A. Is it okay to leave the pre-populated information?
Yes. It is okay to have the same name in both fields. It simply tells us that your firm is not operating under two different names.
12. I need to file a Form ADV for a subsidiary company. Is there a way for me to take the information from the parent company's record and put it into the subsidiary's record?
Linking the information between the records is not possible because they are not the same entity. However, you can open up two window sessions and copy the information from one record and then paste it into the other record.
13. Where can I retrieve a blank hard copy of the Form ADV?
Your firm can download and then print a hard copy of the Form ADV from the SEC's Web Site at www.sec.gov/divisions/investment/iard/iastuff.shtml.
14. I need to provide my firm's details for other businesses in Item 6, but it isn't listed on Schedule D. Where can I find it?
The other business details should be listed in the box directly under Item 6B(2).
15. How do I delete filings or DRPs?
Filings and DRPs cannot be deleted after you have submitted them to the system. You can delete a pending filing, by clicking on "pending filings" and then clicking "delete".
You can also delete a DRP if you created it as part of a pending filing and you have not yet submitted the filing. To delete the DRP, open the pending filing, navigate to the appropriate DRP and click "delete" at the bottom of the page. Remember, once you have submitted a filing or a DRP, you cannot delete it.
There are two special cases that allow you to remove a DRP from your firm's ADV record (this is different from a deletion - removal means that the DRP will no longer appear in your current filing or in the IAPD, but will stay in your previous historical filings). First, if the DRP was filed for an advisory affiliate that is no longer associated with your firm. Second, if your firm is SEC-registered and the event or proceeding reported in the DRP is now more than 10 years old or was resolved in your firm's favor (or your advisory affiliate's favor, if the DRP was filed for an affiliate). State-registered firms may remove the DRP only if the DRP was in response to Item 11.H(1)(a) and it occurred more than 10 years ago.
To remove a DRP in these special cases, click the appropriate box in Part I of the DRP affected. If the related response to Item 11, Disclosure Information, in Form ADV has changed, you should also change that response. However, you will not be able to change both the DRP and the related Item 11 response in the same filing. After you submit a filing with the DRP change, change the appropriate response in Item 11, and submit that change in a subsequent amendment.
16. How do I create a direct owner?
You can create a new direct owner in an amendment to your Form ADV. Click on SCHEDULE A/C DIRECT OWNERS/ EXECUTIVE OFFICERS on the navigation panel. Then select the appropriate owner type – "New Individual" (a person) or "New Entity" (a company). If you select "New Individual," the system will allow you to search to see if the individual already has a CRD record. If he or she does have a CRD record, his or her name will be displayed. Click on the name to open the screen that allows you to enter the schedule information. If no CRD record is found, click on the "Create Individual" button to assign the individual a CRD number and open the schedule information screen. (If the individual does not have a Social Security number, call FINRA to have a CRD number created for him or her. This CRD number, in turn, can be used to conduct the individual search and open the screen.)
17. How do I change the name of my firm?
You can change the name of your firm by completing the following steps:
- Select ADV, new filing on the site.
- Click on SUBMIT AN OTHER-THAN-ANNUAL AMENDMENT or SUBMIT AN ANNUAL UPDATING AMENDMENT (only if this filing is going to include the firm's annual updated information and the filing is done with in 90 days after the firm s fiscal year end).
- Select ITEM 1 - IDENTIFYING INFORMATION on the navigation panel.
- Put a check in the box under ITEM C indicating whether this is going to be a change to the firm's legal name and/or primary business name.
- Type in the new name and press the SAVE button.
- Complete the appropriate execution page(s) and press the SAVE button.
- Click on SUBMIT FILING on left hand navigation panel.
18. How can I print my ADV?
From "View Organization," click on "Filing History." Select the filing ID you want to print. When the new window opens, select "View By Pages," then "All Pages," and then click on the printer icon located on the top right corner. The print window will display. Select 'Print.'
19. How do I convert my firm from being state-registered to being SEC-registered or vice versa? When do I submit my partial ADV-W?
Converting from a state registered adviser to an SEC-registered adviser
To convert from being state-registered to being SEC-registered, submit the filing type "Apply for registration as an investment adviser with the SEC." After your registration with the SEC has been approved and you are SEC-registered, then you can file a "Partial ADV-W" to withdraw your state registration(s). NOTE: Do NOT file your Partial ADV-W until your SEC registration application has been approved or you will be unregistered and may be unable to conduct your business during this period of time.
Converting from an SEC-registered adviser to a state-registered adviser
To convert from being SEC-registered to being state-registered, submit the filing type "Apply for registration as an investment adviser with one or more states." After your state registration has been approved, then you can file a "Partial ADV-W" to withdraw your SEC registration. NOTE: Do NOT file your Partial ADV-W until your state registration application(s) are approved or you will be unregistered and may be unable to conduct your business during this period of time.
20. How do I know which states I'm registered in?
After you have submitted your ADV electronically, you can click on "Registration Status" under "View Organization" on the main menu to view the states in which you are registered and the status of each registration application.
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