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Compliance Services Summary

Development of Compliance Programs

The SEC not only requires documented compliance policies and procedures that comply with the Compliance Programs Rules, it also requires documented proof that firms are conducting risk assessments, actively monitoring controls, detecting issues and remediating deficiencies. The testing aspect of the Compliance Program Rules involves a complete re-evaluation and revision of written policies and procedures to ensure that all areas of risk as well as all applicable federal securities laws are covered. This includes training of new employees as well as training of new procedures to ensure procedures are effectively implemented.

Development of Codes of Ethics

The Adviser’s Act requires investment advisers to adopt a code of ethics that sets forth standards of business conduct and requires compliance with federal securities laws. The code of ethics must address personal trading, conflicts of interest, and the safeguarding of material nonpublic information about client transactions. ICSGroup can develop a code of ethics that meets the requirements of the Act and is customized to your business model.

Annual Compliance Reviews

The Compliance Rule requires advisors to no less frequently than annually review the operation of their policies and procedures to ensure their continued effectiveness in preventing, detecting and correcting compliance problems. ICSGroup’s compliance review will involve a review of each of the applicable Compliance Program Rules and the policy and procedure related to each rule; as well as a test of each procedure to ensure that it adequately prevents or mitigates violations of the Compliance Rule.

Training Development and Delivery

One of the keys to developing a successful compliance program is to implement a robust compliance training program. An effective on-going training program can help maintain a culture of compliance and provide an opportunity to remind staff of critical areas, provide direction and answer questions. From new hire compliance training to on-going compliance training for staff ICSGroup can develop and deliver a training program that meets your needs.

Form ADV Parts I & II (including disclosures)

SEC requires that Form ADV be revised to reflect material changes. ICSGroup will review the ADV policy and procedures are effective to ensure compliance. ICSGroup will check Form ADV disclosures against SEC form requirements to make sure disclosures are up-to-date and accurate and the disclosures in ADV Part I are consistent with those in ADV Part II. We will also check client files to make sure ADV Part II was offered to each client in writing at least annually as required.

Advertising and Marketing Materials Review (including Offering Documents)

Investment Adviser advertising is regulated under the general anti-fraud provision of the Adviser’s Act. The SEC Advertising Rules prohibits the publication, circulation or distribution of any “advertising” that is “false or misleading”. The SEC recognizes that whether a given communication is “misleading’ is intrinsically subjective and generally refuses to provide guidance on this issue. ISCGroup’s industry experience and knowledge of applicable no action letters enables us to review advertising material and offer guidance as to whether the material constitutes advertising and whether the SEC would likely find it to be misleading.

Development of Records Retention Policy and Procedures, Including E-Mail

Rule 204-2 sets forth the records that investment advisers must maintain, as well as the manner in wgich such records should be maintained. The Adviser’s Act also requires that Advisers maintain the originals of all written communications received and copies of all written communications (defined by the SEC to include e-mails) sent to any party, including persons who are not clients of the firm, relating to the business of providing investment services. ICSGroup can help you develop and implement a records retention policy that complies with the Advisers Act and works for your employees.

Coordination of SEC Inquiries and Exams

The SEC’s Office of Compliance Inspections and Examinations (“OCIE”) conducts sweeps, regulatory inquiries and exams designed to detect compliance problems and discover weaknesses in firms’ internal controls that may lead to violations of the federal securities laws. ISCGroup keeps abreast of “hot” areas of review by the OCIE and can assist your firm in gathering and reviewing the requested documents and work with your team to prepare appropriate response to requests for information and deficiency letters.

Regulatory Crisis Management

Despite the most effective Compliance Program, a regulatory issue may still arise. How the issue is handled can make all the difference in terms of the impact to a firm’s reputation. ICSGroup can provide expert guidance as to how best to address the issue and manage communications pertaining to it. From determining whether or not to self-disclose to the SEC to how best to respond to media inquiries and drafting communications to employees and clients, we will be your trusted partner in protecting your firm’s reputation.

Third Party Due Diligence

Investment advisors have a fiduciary obligation to better understand the entities with which it does business. While representations and warranties provided reasonable assurance in the past that service providers’ business practices were in compliance with regulatory standards, recent history has highlighted the need for more thorough due diligence. ICSGroup has developed a Third Party Due Diligence Checklist that we use to fully assess the business structure and operations of those entities that seek to do business with your firm.

International Sales Compliance

For those firms that engage in solicitation of funds outside the United States, navigating the various international laws is complex and carries significant penalties for violations. ICSGroup can partner with counsel experienced in international sales to ensure that the laws of each country are clear and up-to-date and that your offering is in full compliance with the laws of the specific country.


 

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