Wednesday, February 10, 2016

This addresses investment advisers moving to or opening a place of business1 in the State of Washington and providing investment advisory services for compensation in this state or holding themselves out as doing so, prior to registering in this state as investment advisers2 or investment adviser representatives3.

Investment advisers and investment adviser representatives must be registered with the Securities Division of the Department of Financial Institutions (“Securities Division”) if they have a place of business here or have more than five clients in our state, unless they are federally registered or meet an exemption from registration.4 Additionally, persons are prohibited from holding themselves out as or representing that they are “financial planners,” “money managers,” or similar terms in our state unless they are properly registered.5

Persons who anticipate having a place of business in our state, more than five clients in our state, or holding themselves out as a “financial planner” or similar term in our state must submit applications for investment adviser and investment adviser representative registration. The length of the registration process depends upon the number of applications that the Securities Division has at the time of application and the complexity of those applications. Generally, the Securities Division suggests that persons initiate registration at least 90 days prior to the day they anticipate needing registration. For investment advisers that are registered in other states and are opening a place of business in Washington, application materials should be submitted at least 90 days prior to moving to Washington.

For those advisers that have a place of business in Washington prior to registration approval, please ensure that you take the following actions and adhere to the following requirements until your registration is approved:

  • Apply for registration with the state as soon as possible (please see for a list of steps to follow);
  • Do not advertise;
  • Do not accept compensation for investment advisory services; and
  • Affirm in an email with your application materials to the Securities Division at (link is external) that you will not advertise or accept compensation until you are registered.

Please note that failure to properly register with the state can result in administrative, civil, and criminal sanctions under the Securities Act.

1 Please note, “place of business” is broadly defined. For example, performing advisory services from a home office would fall under this definition. Please contact us if you have any questions.

2 “Investment adviser” is defined in RCW 21.20.005(8) (link is external).

3 “Investment adviser representative” is defined in RCW 21.20.005(9) (link is external).

4 RCW 21.20.040(3) (link is external).

5 RCW 21.20.040(4) (link is external).