Investment Adviser Representative Regulation

The whole unit on one sheet: who is an IAR, where they register, the federal-covered wrinkle, and the exam paths.

The One-Liners That Win Points

• An investment adviser representative (IAR) is any individual employed by an investment adviser (IA) who performs any one of five functions: makes recommendations, manages accounts, determines advice, solicits advisory services, or supervises anyone doing those.
• Performing any one function triggers IAR registration (unless excluded or exempt).
• Clerical and ministerial staff are NOT IARs, even when employed by an IA. Recordkeeping and processing paperwork support the advisory business but do not give advice, manage accounts, or solicit.
• Soliciting alone triggers IAR registration. Cold calling for new advisory accounts makes you an IAR.
• Supervising IARs makes you an IAR too. There is no separate supervisor license under state law.
• IARs always register with states, never with the SEC. Even when the employing IA is SEC-registered, the IAR registers at the state level.
• Registration is by Form U4 (Uniform Application for Securities Industry Registration or Transfer), filed by the IA firm through the IARD (Investment Adviser Registration Depository) system.
• An IAR registers in every state where the IAR has a place of business (any office where the IAR regularly advises, solicits, meets, or communicates with clients). A home office used to regularly email or videoconference clients counts.
• Standalone exam path: the Series 65 (Uniform Investment Adviser Law Examination). The Series 66 path requires the Series 7 as a co-requisite.
• Qualifying professional designations (CFA, CFP, ChFC, PFS, CIC, CIMA) held in good standing waive the exam, but only the exam, never the registration itself.

Numbers to Lock In

Top Gotchas

• An IAR of a FEDERAL covered adviser still registers with the STATE where they have a place of business. The adviser registers with the SEC; the individual does not. States keep jurisdiction over IARs no matter who registers the firm.
• Solely clerical or ministerial staff are not IARs, even though their work touches client accounts.
• The de minimis exemption needs BOTH conditions: no place of business in the state AND fewer than 6 resident clients. One office in the state means you register there even with a single client.
• Visiting clients at their homes or offices is not a place of business. The test is whether the IAR operates from a location there, not whether the IAR ever enters the state.
• A lapsed designation kills the waiver. If the credential is no longer in good standing, the individual must pass the exam.

One-Breath Recap

An investment adviser representative (IAR) is any individual who makes recommendations, manages accounts, determines advice, solicits advisory services, or supervises those functions; performing any one triggers registration, while solely clerical staff are excluded. IARs always register with the state, never the SEC, filing Form U4 through the IARD system in every state where they keep a place of business. The exam-favorite trap: an IAR of a federal covered adviser still registers at the state level even though the adviser itself registers with the SEC. Pass the Series 65 (or Series 66 with the Series 7 co-requisite), or waive the exam with a qualifying designation, and this unit answers itself.

Need more than the recap? This is a condensed summary. If it is not enough, read the full Investment Adviser Representative Regulation unit for the complete lesson.