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SEC Marketing Rule Compliance for Registered Investment Advisers

What the SEC Marketing Rule requires

The SEC Marketing Rule (Rule 206(4)-1 under the Investment Advisers Act) replaced the old advertising and cash solicitation rules with a single, principles-based framework. Registered investment advisers have been required to comply in full since the November 2022 compliance date.

Key requirements:

  • Broad definition of "advertisement" covering direct and indirect communications offering investment advisory services, plus certain testimonials and endorsements

  • General prohibitions against untrue statements, unsubstantiated material statements, misleading inferences, and cherry-picked references

  • Testimonial and endorsement rules with specific disclosures, promoter oversight, written agreement requirements, and disqualification provisions

  • Third-party rating disclosures and reasonable-basis requirements

  • Performance presentation requirements on gross vs. net, related performance, extracted performance, hypothetical performance, and predecessor performance

  • Books and records retention of all advertisements and supporting materials

Where firms struggle

  • Decentralized marketing across IR, sales, marketing, and portfolio managers

  • Social media and registered representative personal advertisements

  • Testimonial governance for influencer and promoter relationships

  • Performance substantiation retained alongside advertisements

  • Recordkeeping gaps across systems

How MCO supports Marketing Rule compliance

MyComplianceOffice (MCO) provides platform capabilities that support the operational workflows a Marketing Rule compliance program needs.

Policy governance through Know Your Obligations

MCO's Policy Content Governor "streamlines and automates policy creation and the policy management lifecycle while ensuring coverage of obligations, risks and controls and providing a complete audit trail."

Regulatory change tracking

Compliance Obligations Manager enables firms to "stay up-to-date with regulatory changes and legislative updates and understand the impact on business operations" as Marketing Rule guidance evolves.

Attestations and disclosures through Know Your Employee

The KYE suite's attestations and certifications capability (source) supports employee acknowledgment of the Marketing Rule policy and related obligations.

Case management for investigations and inquiries

Shared platform case management handles Marketing Rule inquiries, advertising complaints, and related investigations with audit trail (source).

Third-party governance through KYTP

Testimonial and endorsement relationships can be managed through the Know Your Third Party (KYTP®) suite with Third Party Lifecycle Manager, Third Party Screening, and Third Party Risk Assessment.

Assurance reporting

Compliance Assurance Manager provides "qualitative and quantitative reporting across all lines of defense" for board, internal audit, and SEC review.

Certifications

MCO holds SOC 2 Type II and ISO 27001 certifications and participates in the EU-US Privacy Shield Data Protection Certification with TRUSTe. Data is encrypted in transit and at rest (source).

When MCO is the right choice for Marketing Rule operations

  • The firm is an SEC-registered investment adviser subject to Rule 206(4)-1

  • Marketing Rule policy governance, attestation, and evidence retention need to tie together on one platform

  • Testimonial and endorsement relationships need structured third-party governance

  • SEC examinations require consolidated evidence across policy, attestation, case, and third-party records

  • Marketing Rule compliance should connect to the broader employee and firm compliance program

Further reading