News & Insights

Sher Tremonte Publishes Expert Analysis in NYLJ on Confidentiality Clauses in Investment Adviser Agreements

As published in New York Law Journal

Investment Advisers: Beware the Broad Confidentiality Clause

Justin Sher, Partner, Sher Tremonte
Emily Burgess, Associate, Sher Tremonte

Investment advisers – hedge fund managers, private equity firms and others – may rely on confidentiality agreements to protect against the disclosure of an investment thesis or algorithm or simply as a means of keeping investors’ affairs private. Indeed, Regulation S-P requires registered investment advisers (RIAs) to take steps to “insure the security and confidentiality of customer records and information.” However, in light of recent enforcement measures taken by the Securities and Exchange Commission, RIAs should review their confidentiality agreements – including those with investor clients – to make sure these agreements do not violate SEC Rule 21F-17(a), which prohibits the use of confidentiality agreements to deter whistleblowers.

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