1. The legal business scope and value of SEC RIA license
Full market asset management and fees
The range of investment advice is extremely broad，Including asset and account management of the entire securities market。The asset pool contains stocks、debt、mutual funds、Commodity futures，and hedge fund management and financial planning。
fiduciary duty (Fiduciary Duty)
The SEC has extremely strict regulations on RIAs，Advisers are required to safeguard client interests，Always put investors’ interests above self-interests，to reward、Thorough disclosure of conflicts of interest。
Third-party independent fund custody
Licensed institutions are not allowed to directly misappropriate funds。Asset management requires custody through a third-party institution，Every payment must be notified and approved by the customer，Ensure extreme security of end customer funds。
Advantages of registration system and global credibility
Different from the administrative approval system in mainland China，US RIA adopts registration system，The application difficulty is moderate and the stock is considerable。After approval, you can establish in-depth compliance cooperation with multinational investment banks and large securities firms.。
2. Core [Statutory Conditions] for Applying for an SEC RIA License
1. Subject qualification requirements：An overseas company (or established entity) must be formally incorporated。The company must have a registered office and contact information，And can be contacted directly by the SEC during working hours。
2. Fund Manager Examination Qualification：Managers must pass the Series 65 (or Series 66) Investment Adviser Examination。If you hold a CFA、PFS、ChFC and other international financial licenses，Most U.S. states allow exemption from the test。
3. AUM (AUM) divide：Companies with capital between $25 million and $100 million register with U.S. state securities departments；Institutions with $110 million or more under management must register directly with the federal SEC。
4. Eligibility of overseas institutions：Institutions whose main business address is abroad are also eligible to apply。However, if a foreign advisor wants to provide investment advice to U.S. clients，Or the private equity funds managed have more than 15 U.S. investors and the AUM exceeds 25 million，then “must” register with the SEC。
5. good recordkeeping guidelines：The company cannot have any bad business records；Company directors and compliance officers must not have criminal records or a history of major financial violations and penalties。
3. Legal [Application Process] for Obtaining an SEC RIA License(about 2-3 months)
step 1：Overseas entity registration and basic preparation
It is a mandatory requirement to apply in the name of a company。Assist customers to register in the United States (generally registered capital is 50,000 US dollars)，No capital verification required) or overseas offshore company，and provide a compliant registration address。
step 2：Complete Series 65/66 Licensing examination
Assist company executives to apply for Series 65 (180 minutes，72%pass rate) or Series 66 take an exam；Or evaluate and submit CFA/PFS and other exam exemption application documents。
step 3：YARD / IAPD system account registration
Create an online account with the Investment Adviser Registration Depository (IARD)。The system will be used to submit subsequent compliance self-examinations and disclosures to the Investment Adviser Public Disclosure System (IAPD)。
step 4：Fill in the core document Form ADV
Complete the 73-page Form ADV (Part 1 Disclosure of corporate structure and violation record；Part 2 Disclose service rates、Investment Strategies and Potential Conflicts of Interest)，and prepare a compliance program operations manual。
step 5：SEC review and formal registration approved
The SEC or state securities commission will review the forms and compliance procedures，Clarification may be requested。After passing the review，The company was officially issued an RIA license，Conduct asset management and investment advisory business in compliance with regulations。
4. Further reading：Why are venture capital funds transitioning from ERAs to RIAs?
What is ERA (Exempt Reporting Investment Adviser)：Past venture capital(VC)Often operates as ERA。ERA regulations are extremely lax，No RIA registration required。But the limit is：The maximum amount of fund assets can be transferred 20% Invest in secondary market stocks、Cryptoasset and other venture capital funds。
breakthrough 20% investment restrictions：in recent years，Header VC (such as a16z、Sequoia Capital、Paradigm) provides deep investment in cryptocurrency projects and meets the financing needs of startup companies.，Give up their ERA status one after another，Proactively apply to the SEC to become a strictly regulated RIA。
Great flexibility provided by RIAs：After obtaining an RIA license，Investment funds are no longer subject to 20% Straightforward restrictions on liquid assets，Free to purchase secondary market stocks and crypto tokens，Realize cross-border mixed industry investment。
5. Legal documents required for application and Hong Kong Huitong [Service Details]
| Core application materials submitted to SEC | Hong Kong Huitong one-stop agency service content |
|---|---|
| 1. Company registration documents and articles of association 2. Director’s passport and criminal record certificate 3. Power of attorney for license application and agency application statement |
1. Assist customers to register overseas/U.S. companies 2. Prepare the underlying documents required for SEC review 3. Assist with apostille authentication of relevant documents |
| 4. Detailed business operations and business description reports 5. customer service contract、Privacy and AML/KYC Policy 6. Conflict of interest handling and marketing copywriting specifications |
4. Tailor-made business plans and internal control specifications 5. Register and log in to the IARD system platform 6. In-depth assistance in filling out and submitting Form ADV (Part 1 & 2) |
| 7. Series 65/66 Exam scores or CFA/PFS exemption certificate 8. SEC’s Detailed Questionnaire Report |
7. Provide Series 65 Exam tutoring guide 8. Cooperate with SEC due diligence，Agent responds to multiple rounds of inquiries during review |
Note：The application process for an RIA license is highly rigorous，After approval, Form ADV needs to be updated regularly and asset reports submitted to the SEC.。Ganghuitong will provide you with full life cycle compliance support，Please consult your account manager for specific application and agency fees.。
6. US SEC RIA License Core Legal Questions and Answers (FAQ)
RIA (Registered Investment Advisor) is a registered investment advisor。It is a professional license issued by the U.S. federal-level regulator SEC or state securities department，Authorized institutions to provide investors with investment advice on securities products、Asset management and legally collecting management fees。
The United States implements hierarchical registration：Institutions with AUM between $25 million and $100 million are registered with the "State Securities Commission"；Institutions with an AUM of $110 million or more must register directly with the federal-level “SEC”。
Can。SEC clearly stipulates that institutions whose main business address is abroad are also eligible to apply。But the premise is：If a foreign investment adviser wants to provide investment advice to "U.S. clients"，You must apply to the SEC to register an RIA license。
Fund managers must pass Series 65 (or for those holding Series 7 Open to Candidates Series 66) Investment Advisor Examination。Series 65 Covers professional ethics、Economics and Investment Analysis，The accuracy rate reaches 72% You can pass，License valid for life。
If the manager of the institution already holds the internationally recognized Certified Financial Analyst (CFA)、Chartered Financial Consultant (ChFC)、Advanced qualifications such as Certified Financial Planner (CFP) or Personal Finance Specialist (PFS)，Most U.S. states allow exemption from the test。
This is a core requirement of the Investment Advisers Act of 1940。RIAs must always put the interests of investors ahead of their own interests，Do not use unfair means to deceive customers，and must provide full disclosure of remuneration structures and conflicts of interest.。
Usually no。In order to ensure the absolute safety of customer assets，Asset management needs to be carried out through a third-party compliance custodian。RIA only has the right to order investment transactions，Customers need to be notified and approved for the use of each payment。
Form ADV must be completed online in the IARD system。The form is over 70 pages long：Part 1 Disclosure of corporate structure、Personnel and punishment records；Part 2 written disclosure document，Detailed description of service type to client、Compensation and conflicts of interest。
ERA stands for "Exempt Reporting Investment Adviser"，This is a common identity for traditional venture capital (VC)，Regulation is extremely loose，But you can only invest up to 20% of your funds in crypto assets or secondary stocks。Although RIA’s compliance is extremely strict，However, the investment targets and proportions are not subject to this 20% limit。
Because with Web3、Cryptocurrencies and secondary market liquid stocks are increasingly common in investment portfolios，Traditional ERA status is limited by 20% The asset proportion limit is no longer able to meet investment needs。Transitioning to an RIA gives funds tremendous investment flexibility。
Mainland China’s private equity fund manager qualifications adopt an “administrative approval system”，Highly regulated and scarce。RIAs in the United States adopt a "registration system"，It can be issued as long as the qualifications are met objectively and sufficient compliance disclosures are made.，Application is relatively smooth and licensees are widely distributed。
Businesses must update Form ADV documents annually to reflect changes in customer count or AUM；And the SEC will conduct regular supervisory inspections，Focus on reviewing portfolio valuations、Legality of compliance policy implementation and risk control mechanism。
Need to provide details：Anti-money laundering(AML)and counter-terrorism financing policies、Know your customers(KYC)document、privacy policy(Privacy)、Product manual、Compliance review specifications for service contract templates and marketing copywriting。
Including early registration of US companies (about 15-25 days)、Pass the Series 65 Qualification、Prepare compliance documents and submit them through the system，Pending SEC or state regulatory approval。If the material is detailed and has no major flaws，Overall usually in 2 arrive 3 about months。
Ganghuitong provides full life cycle services：Assistance in setting up U.S. corporate entities、Tutoring related licensing exams、Log in to the IARD system to fill out the extremely cumbersome Form ADV declaration.、Write a complete set of compliance and risk control manuals，and fully cooperate with the SEC in answering due diligence questions.。
