EFTA02494160.pdf

From: jeffrey E. <[email protected]> Sent: Wednesday, July 29, 2015 11:30 PM To: Lawrence H. Summers I have attached excerpts from West Publishing's . The idea that as long as you are not providing advice about "th= purchase or sale of individual securities" you should be ok, is I believe too narrow a scope. See Sections 1:7, 1:8, and 1:9 of t=e attached excerpts. For example, in Sectionl:8 it states that: . . For example, a person may be deemed to be giving advice about securities even if the advise does not relate to specific securities, but rather relates to the benefits of investing in securities as compared with non-securities such as real estate or insurance. In addition, the SEC staff has taken the position that to be considered advice about securities, the advice need not be in the form of buy or sell recommendations for particular securities, but can be analyses or valuations of particular securities or of the securities markets generally. Likewise, a person who provides asset allocation or timing=20 advice (i.e., advice about when a client should have a higher or lower percentage of his assets in certain securities or types of securities, such as equity mutual funds or money market funds) is viewed as giving advice about securities. Similarly, a person who advises clients as t= the selection of an investment adviser, or who evaluates the performance of investment advisers for clients, may be considered to be indirectly giving advice about securities. . . See also the page from the SEC website entitled General Information on t=e Regulation of Investment Advisers, https://www.=ec.gov/divisions/investment/iaregulation/memoia.htm chttps://www.sec.gov/d=visions/investmentharegulation/memoia.htm> , which includes th= following statement: "Finally, a person or firm satisfies the "advice about securities" element=if the advice or reports relate to securities. The Division has stated that providing one or more of the following also could satisfy this element: advice about market trends; advice in the form of statistical or historical data (unless the data is no more than an objective report of facts on a non-selective basis); advice about the selection of an investment adviser; advice concerning the advantages of investing in securities instead of other types of investments; and a list of securities from which a client can choose, even if the adviser does not make specific recommendations from the list. An employee of an SEC-registered investment adviser does not need to register separately, so long as all of the employee's investment advisory activities are within the scope of his employment."</=iv> I have also attached SEC release 1092 in which the SEC staff provides additional guidance on the definition of "investment adviser. =80 See page 6 of the Release which states: =font face="Verdana, Geneva, Arial, Helvetica, sans-serif" color="#4545=5" size="2">". . . The staff believes that a person who provides advice, or issues or promulgates reports or analyses, which concern securities, but which d= not relate to specific securities, generally is an investment adviser under Section 202(a)(11), assuming the services are performed as part =f a business and for compensation." =br> EFTA_R1_01617667 EFTA02494160  =C2 please note The information contained in t=is communication is confidential, may be attorney-client privileged, ma= constitute inside information, and is intended only for the use of =he addressee. It is the property of JEE Unauthorized use, disclosure=or copying of this communication or any part thereof is strictly prohib=ted and may be unlawful. If you have received this communication in =rror, please notify us immediately by return e-mail or by e-mail to [email protected]=m, and destroy this communication and all copies thereof, includ=ng all attachments. copyright -all rights reserved 2 EFTA_R1_01617668 EFTA02494161