Navigating Private Fund Marketing Rules | Vigilant Insights
Vigilant Insights
Introduction
Private Fund Managers continue to face increasing scrutiny around how they market their strategies, performance, and expertise.
While the SEC’s modernized Marketing Rule has expanded what Firms are permitted to do, it has also heightened expectations around accuracy, balance, documentation, and disclosures.
For emerging and mid-sized Managers in particular, a single misstep in marketing materials could result in regulatory penalties, reputational harm, or examination findings.
One of Vigilant’s Directors, Will Clark, CIPM, MBA, provided his insights on Sondhelm Partners focused on practical considerations for Private Fund Managers with Marketing.
Will Clark Insights
Will Clark emphasizes that the SEC’s Marketing Rule intentionally takes a broad view of what constitutes an advertisement. Any material distributed to more than one person can fall under the Rule, regardless of format, making it critical for Firms to apply consistent compliance standards across all marketing channels.
He also notes that many Firms struggle with the requirement that marketing materials be fair and balanced. Early drafts often overemphasize positive attributes or performance, while failing to adequately address risks, limitations, or contextual information, an imbalance that can raise regulatory concerns.
From a practical standpoint, Will highlights version control as a frequent and underestimated risk, particularly for Firm websites. Marketing materials are often updated internally, but outdated or incorrect versions can remain live, creating inconsistencies that regulators may flag during examinations.
With respect to testimonials and endorsements, Will observes that adoption remains limited among Private Fund Managers. In his experience, testimonials tend to carry little influence with sophisticated investors and can introduce additional compliance complexity without meaningful marketing benefit.
Overall, Will stresses that compliance should not function as a barrier to growth. Instead, it should support the Firm’s business objectives by enabling marketing efforts that attract assets while remaining firmly grounded in regulatory requirements.
Vigilant’s Conclusion
The modern Private Fund marketing landscape offers more flexibility than in the past, but that flexibility comes with increased responsibility.
The SEC’s Marketing Rule applies broadly across websites, pitch books, newsletters, social media, events, and other communications, and regulators continue to focus on whether materials are fair, balanced, substantiated, and consistent with governing documents.
Firms that view compliance as a Strategic Partner, rather than a barrier, are better positioned to market effectively while mitigating regulatory risk.
When partnering with a Vigilant, we help with implementing a strong Marketing Review Processes, maintaining version control, documenting substantiation, and aligning disclosures across platforms. This allows Private Fund Managers to confidently engage investors and support growth without creating undue regulatory risk.