Schedule D requires a separate entry for every private fund you advise. Missing vehicles is one of the most frequent Form ADV errors, particularly for managers running SPVs alongside a main fund.
The Mistake
Managers list their main fund on Schedule D but omit one or more SPVs, co-investment vehicles, parallel funds, or feeder structures. Sometimes the omission is from the initial filing. More often, new vehicles launched during the year do not get added.
Why It Happens
SPVs are often formed quickly for specific deals. The focus is on closing the investment, not updating regulatory filings. If there is no system to track new vehicles and flag them for the next Form ADV amendment, they fall through the cracks.
Some managers also are not sure whether a particular vehicle qualifies as a "private fund" that needs to be reported. The answer is almost always yes. If you are pooling capital from multiple investors and making investments, it is a private fund and belongs on Schedule D.
The Fix
Maintain a list of every fund and SPV you advise, and reconcile it against Schedule D at every Form ADV filing. When you form a new vehicle, add it to the list immediately and include it in your next amendment. Do not wait for the annual update if the vehicle is already operational.
How Capital Company Helps
Capital Company prepares and files Form D, blue sky filings, and Form ADV for funds on the platform. Schedule a demo to learn more.
This article is for informational purposes only and does not constitute legal advice. Consult qualified legal counsel for advice specific to your situation.