1
See Memorandum to Investment Advisers Committee No. 61-94, dated December 27, 1994 (a copy of
which is attached).
February 21, 1995
TO: INVESTMENT ADVISERS COMMITTEE No. 14-95
RE: MEMBER LETTERS TO SEC ON INVESTMENT ADVISER PRINCIPAL
TRANSACTIONS
______________________________________________________________________________
At the February 15th Investment Advisers Committee meeting, we discussed the
Institute’s letter to the SEC requesting that it reconsider its interpretation of the phrase
"completion of such transaction" for purposes of Section 206(3) of the Investment Advisers Act
of 1940, which was expressed in a footnote in a litigation release last August.1 It is our
understanding that the SEC staff is currently considering the concerns raised in our letter.
As we discussed at the February 15th meeting, the SEC’s consideration of this matter could be
furthered by letters from members explaining the impact of the SEC’s interpretation on the
operations and practices of individual firms. To assist firms that are interested in submitting
such a letter, I have attached a copy of the Institute’s letter (separate copies of which were sent
to the individual commissioners) and the names and addresses of the SEC Commissioners and
the Director of the Division of Investment Management.
We would appreciate receiving copies of letters sent to the Commission on this matter.
Amy B.R. Lancellotta
Associate Counsel
Attachments