What are the SEC private fund adviser rules?

The rules would have required registered advisers to send investors quarterly statements of fees, expenses and performance, have each private fund audited every year, and obtain a fairness or valuation opinion for an adviser-led secondary. They also limited preferential redemption and information rights. The Fifth Circuit held that the SEC had exceeded its statutory authority, and the SEC later made technical amendments to remove the vacated rules from its rulebook.

Say a manager led a continuation fund deal in late 2024. With the rules vacated on June 5, 2024, no SEC rule required it to obtain a fairness opinion, although its LPs could still ask for one. Simple example. Terms vary by fund.

Their removal left quarterly fee reporting and fairness opinions to fund documents and to negotiation between GPs and LPs, rather than SEC rules.