FinCEN Delays Effective Date of Investment Adviser Rule and Intends to Revisit the SEC Customer Identification Program Rule for Investment Advisers

Key Points

• On July 21, 2025, U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”) announced its intention to delay for two years, from January 1, 2026 to January 1, 2028, the effective date of the final rule Anti-Money Laundering/Countering the Financing of Terrorism Program and Suspicious Activity Report Filing Requirements for Registered Investment Advisers and Exempt Reporting Advisers (the “Investment Adviser Rule”). More information about the scope of the requirements can be found in Akin’s prior client alert.
• FinCEN stated it will “revisit the substance” of the Investment Adviser Rule through a future rulemaking process.
• FinCEN also announced that it intends to work with the Securities and Exchange Commission (“SEC”) to revisit their joint proposed rule requiring parties meeting the definition of an “investment adviser” under the Investment Advisers Act of 1940 to establish a Customer Identification Program (“CIPs”).

Additional Context

In September 2024, FinCEN issued the Investment Adviser Rule, which aims to “address ongoing illicit finance risks, threats, and vulnerabilities posed by criminals and foreign adversaries that exploit the U.S. financial system and assets through investment advisers.” The Investment Adviser Rule includes certain Registered Investment Advisors and Exempt Reporting Advisors within the definition of “financial institution” under the Bank Secrecy Act and therefore requires these Registered Investment Advisors and Exempt Reporting Advisors to establish risk-based anti-money laundering/counter financing of terrorism programs, and to comply with other requirements under the Bank Secrecy Act. 

FinCEN stated that it will work to formally extend the effective date through a rulemaking process to help ease potential compliance costs for industry and reduce regulatory uncertainty while FinCEN undertakes a broader review of the Investment Adviser Rule. In addition to delaying the effective date, FinCEN stated that it intends to revisit the scope of the Investment Adviser Rule at a future date through a formal rulemaking process. This process will afford investment advisers and other interested parties to comment on FinCEN’s new proposal.

Separately, FinCEN announced that it intends to revisit its July 2024 joint proposed rule with the SEC requiring RIAs and ERAs to establish CIPs under 31 U.S.C. 5318. Under this joint proposed rule, RIAs and ERAs would be required to implement compliance procedures that verify the identity of any person seeking to open an account, ensuring, among other things, that they are not identified on any lists of known or suspected terrorists or terrorist organizations, and maintain the records of information used to verify the person’s identity, including their name, address and other identifying information.

Investment managers should keep an eye out for any future proposals and consider whether they would like to comment. 

Questions?

If you require assistance or have any questions regarding this alert, please feel free to reach out to your Akin relationship attorney or any of the authors.