©2006 Investment Company Institute. All rights reserved. Information may be abridged and therefore incomplete.
Communications from the Institute do not constitute, and should not be considered a substitute for, legal advice.
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November 9, 2006
TO: ACCOUNTING/TREASURERS MEMBERS No. 24-06
BANK, TRUST AND RECORDKEEPER ADVISORY COMMITTEE No. 33-06
BROKER/DEALER ADVISORY COMMITTEE No. 44-06
CHIEF COMPLIANCE OFFICER COMMITTEE No. 16-06
CLOSED-END INVESTMENT COMPANY MEMBERS No. 54-06
COMPLIANCE MEMBERS No. 45-06
INVESTMENT ADVISER MEMBERS No. 29-06
OPERATIONS MEMBERS No. 22-06
SEC RULES MEMBERS No. 99-06
SMALL FUNDS MEMBERS No. 81-06
TECHNOLOGY ADVISORY COMMITTEE No. 19-06
TRANSFER AGENT ADVISORY COMMITTEE No. 75-06
VARIABLE INSURANCE PRODUCTS ADVISORY COMMITTEE No. 10-06
RE: ICI ELECTRONIC COMMUNICATIONS GUIDANCE
The Institute is pleased to announce the release of our recently published paper, Electronic
Recordkeeping & Communications Guidance for Investment Companies and Investment Advisers (2006).
An electronic version of this paper is available on the ICI’s member website, members.ici.org.
This paper was developed to respond to the regulatory and practical implications of the ever
increasing use of electronic communications by investment advisers and investment companies. In
particular, the paper is designed to provide funds and their advisers with issues and factors to consider
with regard to the creation and maintenance of electronic records – regardless of the electronic media
used (e.g., e-mail, instant messaging, VOIP). It also discusses issues to consider in connection with the
production of electronic records in SEC inspections and enforcement proceedings and civil litigation.
Finally, the paper includes a detailed discussion of, and guidance relating to, establishing and
implementing an effective records management program.
The work on this paper was guided by a member working group and coordinated by an ICI
staff team from the Institute’s operations, law, and information technology groups. While many
2individuals provided invaluable assistance to this project, the Institute is particularly grateful and would
like to extend its appreciation to the following individuals, who formed our working group for this
project:
Edward Berry, Morgan Stanley
Martin Byrne, Merrill Lynch Investment Managers
Lori Callahan, Deutsche Scudder Investments, Inc.
Mary L. Cecola, Deutsche Scudder Investments, Inc.
Sarah McCafferty, T. Rowe Price Associates, Inc.
Janet D. Olsen, Artisan Partners Limited Partnership
Pauline C. Scalvino, The Vanguard Group
Ra’ad Siraj, Eaton Vance Management
Catharine C. Young, Enterprise Group of Funds
We would also like to thank the law firm of Stradley Ronon Stevens and Young, LLP, and
particularly Lawrence P. Stadulis and Peter M. Hong, for their able research and writing.
We hope you find this paper useful. Please do not hesitate to direct any questions you may have
about the paper to Peter Salmon at (202) 326-5869 or salmon@ici.org, Tamara Salmon at (202) 326-
5825 or tamara@ici.org, or me at (202) 326-5845 or boteler@ici.org.
Donald J. Boteler
Vice President - Operations
Enclosures (in .pdf format)
Table of Contents & Executive Summary
Chapter I - Recordkeeping Requirements for Funds and Advisers
Chapter II - Electronic Recordkeeping Requirements
Chapter III - Production of Electronic Records
Chapter IV - Formulating a Records Management Program in the Electronic Age
Appendicies A-E
Endnotes