The SEC’s New Exam Handbook: Regulators Share What Advisers Should Expect From Their Next Exam

On October 1, 2026, the U.S. Securities and Exchange Commission’s Division of Examinations (the “Division”) published The SEC Exam Handbook: A Practical Guide on Process and Engagement (the “Handbook”). The Handbook “replaces and expands upon the previous examination brochure” and is intended to give advisers “more insight and detail about what to expect during an examination.” For SEC-registered investment advisers, the Handbook serves as a roadmap of how the Division runs an exam from start to finish, and of what examiners expect from your firm along the way. The Handbook also serves as a clear indication of the SEC’s shift away from aggressive examination and enforcement sentiment and towards collaboration with and clarity for advisers.

What the Handbook Covers

The 19-page Handbook walks through each stage of an examination:

• Candidate Selection: The Division’s program continues to be risk-based. Selection factors include prior examination history, tips, complaints or referrals, time since registration or the last exam, conflicts of interest, changes in key personnel, and access to client assets. The Division emphasizes that “being selected for an examination is not, in itself, a signal that something is wrong.”
• Pre-Examination Planning: Staff will likely review a registrant’s filings and websites before the exam begins. The Handbook notes that keeping filings current and accurate “makes examinations more efficient and can reduce the number of findings on your exam.”
• Announcement and Information Requests: Most exams begin with a brief call to the chief compliance officer (“CCO”), followed by a formal request letter. The Commission expects records to be available “within 24 hours” in most circumstances, though in practice staff usually provides two weeks to respond to the initial request. While not expressly discussed in the Handbook, we find that the Division may also grant additional time to respond given good cause or exceptional circumstances.
• Privilege Logs: If you withhold documents as privileged, the Handbook specifies the information your privilege log should contain, including the author, recipients, date, subject matter, privilege claimed, and the specific request to which the document relates.
• Interviews and On-Site Visits: Staff will interview the CCO and other personnel and may tour your offices. Notably, staff does not record or transcribe meetings, instructs participants not to do so, and do not consent to the use of recording, transcription, artificial intelligence notetaking tools, or other similar technologies during the examination process.
• Exit Conference and Disposition: Staff typically requests that senior management or board members attend the exit conference, followed by a disposition letter stating that the exam has concluded, concluded without findings, or that corrective action is requested (a deficiency letter).

Key Deadlines

• Disposition Letter: within 180 days after the later of the completion of any on-site work or receipt of all requested records (extendable by 180 days for certain complex exams, in very limited circumstances).
• Registrant Response: the Division will typically request a written response within two weeks to 30 days of the deficiency letter date.
• Staff Comments: staff strives to provide further comments, if any, within 60 days of the registrant’s response.

What Has Changed and What It Signals

The Handbook replaces the Division’s prior (2023) five-page examination brochure with a 19-page operational guide. Several items that were absent from the brochure are now express: privilege-log contents, a ban on recording, transcription, and artificial intelligence notetaking tools in staff meetings, a “Working Together” matrix of mutual expectations, links to exam resources for registrants, and a timeline that serves as a roadmap of approximate deadlines. The Handbook also expands selection factors, states that most exams begin with a call to the CCO, and clarifies three disposition outcomes (concluded, concluded without findings, or corrective action requested), noting that most exams end in a deficiency letter.

A “Working Together” table lists what registrants can expect from the Division (tailored requests with reasonable deadlines, interim status discussions to “reduce end-of-exam surprises,” a disposition letter within 180 days) alongside what the Division expects from registrants (knowledgeable personnel, complete and organized productions, current and accurate filings, and transparency about known compliance issues).

The Division states that staff will approach each exam “with an accessible and collaborative mindset, not an adversarial one.” The Handbook is clear that most examinations conclude with a deficiency letter, that the absence of a comment on a particular activity “does not mean that the activity complies with the federal securities laws,” and that staff may refer matters to the Division of Enforcement, in exigent circumstances without an exit conference or deficiency letter. Prompt and appropriate corrective action may be a mitigating factor in whether a finding is referred.

Key Takeaways for Advisers

Advisers should treat the Handbook as a readiness checklist and consider the following:

• Review Your Filings Regularly With Counsel: Staff will likely review your filings and website before the first call. Stale disclosures invite findings.
• Test Your Production Readiness With A Fulsome Compliance Review: Confirm that core books and records can be located and produced quickly and in the format required.
• Designate and Prepare Your Points of Contact: Identify who will speak with staff and prepare personnel who can explain your business, controls, and compliance program accurately.
• Remediate and Document: Corrective actions must be implemented, not just promised, and evidenced in your books and records.

Stark & Stark’s Investment Management team remains available to assist with examination readiness, including daylong onsite or remote compliance reviews, document production and privilege review, staff interview preparation, and responses to deficiency letters. For assistance with any of the above, existing clients can contact their attorney and paralegal team for assistance, or respond directly to this correspondence.