Form PF Beneficial Ownership Reporting

April 10, 2012

Registered investment advisers with $5 billion or more in regulatory assets under management attributable to hedge funds as of March 31, 2012 will be required to make initial Form PF filings within 60 days of the end of the second quarter. Most other registered investment advisers will be required to make initial Form PF filings either 60 days or 120 days after the end of the year, depending on their regulatory assets under management.

Section 1b of Form PF requires advisers to provide the investor composition of each of their private funds. Specifically, advisers will be required to detail the percentage of each private fund beneficially owned by U.S. and non-U.S. natural persons (or the trusts of such persons), broker-dealers, insurance companies, registered investment companies, private funds, non-profits, pension plans (both governmental and non-governmental), government entities, banking and thrift institutions, sovereign wealth funds and foreign official institutions and entities or persons about which the adviser has insufficient information or that do not fit within the pre-defined categories.

Depending on an adviser’s current subscription agreements, investor questionnaires and investor records, the adviser may already have the necessary information and need not take further action. To the extent that this information is not currently collected, advisers should consider how they plan to obtain this information and may wish to consider revising subscription agreements or investor questionnaires so that the information is obtained from all new investors at the time of their initial investment. Form PF allows advisers to respond to the investor composition question using their already existing data to make a “good faith estimate” for beneficial interests outstanding prior to March 31, 2012, provided that such beneficial interests have not been transferred on or after that date.

If you have any questions about Form PF reporting and filing obligations, please contact an attorney in the Investment Management Group at Seward & Kissel LLP.