On January 26, 2022, the U.S. Securities and Exchange Commission (SEC) proposed new rules to enhance hedge fund and private fund disclosure requirements and increase regulators' visibility into the private funds industry.
The proposed rules would amend the SEC's Form PF, the confidential reporting form by which private funds disclose regulatory assets to the SEC, in an effort to provide regulators with information to better monitor systemic risks to the private markets as a result of the significant growth and complexity of the private fund industry, according to the SEC.
Among the proposed changes to Form PF would require private funds to disclose cybersecurity events that cause a "significant disruption or degradation" of the entity's "key operations" to the SEC within one business day. Proposed section 5, Item H would require the entity to provide specific information about the event in its report, including the date of occurrence and date of discovery, along with information concerning its current understanding of the circumstances relating to the operations event and its impact on the normal operations of the reporting fund. The proposed changes would further require the reporting entity to indicate whether it initiated a business continuity plan in response to the triggering event.
In addition to the provisions contained in the proposed rule, the SEC signaled in footnote 40 of the rule release that the much-anticipated proposed rules to enhance fund and investment adviser disclosures and governance relating to cybersecurity risks are still forthcoming.
Among other proposed changes include reducing the Form PF reporting threshold for private equity funds from $2 billion to $1.5 billion in assets under management, presumably to expand its reporting base, and requiring such entities disclose additional information about fund strategies and their use of leverage and portfolio companies.
The proposed rule is subject to a 30-day notice and comment period upon publication in the Federal Register.
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