On April 26, 2022, the Division of Examinations of the Securities and Exchange Commission issued a Risk Alert titled Investment Adviser MNPI Compliance Issues. The Alert identifies compliance issues relating to material non-public information – sometimes called “insider information” – and provides guidance to investment advisers, investors, and other market participants on complying with Section 204A of the Investment Advisers Act and corresponding Rule 204A-1.
Section 204A of the Advisers Act requires investment advisers to establish, maintain, and enforce written policies and procedures designed to prevent the misuse of material non-public information (“MNPI”). Rule 204A-1 requires investment advisers registered under the Advisers Act to adopt a Code of Ethics.
The Division identified three categories of compliance issues related to Section 240A of the Advisers Act. First, the Division observed that advisers have not adopted or implemented adequate policies and procedures to address the risk of receipt and use of data from non-traditional sources (“alternative data”), such as social media and internet search data. Second, the Division observed that advisers have not adopted or implemented adequate policies and procedures regarding investors who are likely to possess insider information, such as corporate investors or financial professional investors. Third and finally, the Division observed that advisers did not have adequate policies and procedures regarding possible interactions with consultants who might have access to insider information.