On October 1, 2026, the SEC’s Division of Examinations published The SEC Exam Handbook: A Practical Guide on Process and Engagement, replacing its previous examination brochure with a more detailed roadmap of the examination process. The handbook is intended to promote greater consistency across examinations, provide registrants with more transparency and support an accessible and collaborative approach to engagement between SEC staff and regulated firms.
The handbook does not create new legal obligations. It does, however, provide greater insight into the SEC’s processes and expectations at each stage of an examination, from risk-based selection and initial contact through information requests, interviews, findings and final disposition. For investment advisers, investment companies, private fund managers, broker-dealers and other registrants subject to examination, it provides a practical framework for evaluating examination readiness.
Key Points for Registrants
- Selection Does Not Imply Misconduct
The SEC expressly states that selection for an examination is not, by itself, a signal that something is wrong. Selection may be informed by several risk-based factors, including prior examination history, disciplinary or supervisory concerns, the time since the last examination, conflicts of interest, changes in leadership, financial or market stress, media reporting, regulatory filings, custody of client assets and tips, complaints or referrals. - The CCO Is the First Call
Most examinations begin with a brief call to the chief compliance officer (CCO) or another regulatory contact. The SEC encourages firms to identify ongoing regulatory inquiries that could affect their responsiveness. Where circumstances permit, staff will seek to accommodate reasonable scheduling considerations. The handbook also notes that examinations may be unannounced in limited circumstances. - Records Should Be Readily Accessible
The SEC states that, in most circumstances, required records should be available to staff within 24 hours. In practice, however, staff usually provides two weeks to respond to the initial information request. The handbook also states that reasonable extensions or rolling productions may be permitted where appropriate, reinforcing the importance of communicating potential issues promptly. - Document Productions Should Be Complete and Organized
Registrants are expected to provide prompt responses, request extensions when needed and submit complete, organized productions that conform to the SEC’s data-delivery guidance. The handbook also stresses the importance of maintaining current and accurate regulatory filings. - Privilege Claims Must Be Properly Documented
If a registrant withholds or redacts responsive information based on attorney-client privilege, work-product protection or another applicable privilege, the SEC expects a privilege log containing sufficient information for staff to evaluate the claim. The log should identify the document’s creator and recipients, date of creation, subject matter, privilege asserted and the specific information request to which the document relates. Privilege assertions should also be identified for redacted portions of produced documents. - Recording, Transcription and AI Notetaking Tools Are Not Permitted
For interviews conducted by videoconference, the SEC encourages participants to use cameras and screen-sharing functions. However, SEC staff will not record or transcribe examination meetings and will instruct participants not to do so. Staff will not consent to the use of recording, transcription, artificial intelligence notetaking tools or similar technologies. Firms should communicate these restrictions to all participants before an examination meeting begins. - Personnel Should Be Prepared to Explain the Business and Its Controls
The SEC expects firms to make knowledgeable personnel available for interviews. Employees should be prepared to provide clear, accurate descriptions of the firm’s operations, compliance program and relevant policies and practices. The handbook notes that making knowledgeable personnel available can make meetings more productive and may reduce the number of meetings required. - Ongoing Communication Is Encouraged
SEC staff expect to remain in contact with the registrant throughout the examination to discuss its status, outstanding requests and potential findings. Firms are encouraged to communicate relevant developments, ask questions regarding document requests and explain corrective actions taken or planned as early as possible. - Exit Conferences May Involve Senior Leadership
After completing interviews and analysis, SEC staff typically conducts an exit conference to discuss identified issues, if any. Supervisory examination staff may participate, and the SEC typically requests that members of senior management or the board attend. Registrants may use the conference to correct inaccuracies, provide additional relevant information and describe actions taken or planned in response to identified issues. - The Handbook Identifies Three Potential Examination Outcomes
A disposition letter may state that the examination has concluded, concluded without findings or concluded with a request for corrective action through a deficiency letter. If a deficiency letter is issued, the registrant is generally expected to respond in writing within 30 days and describe the corrective actions taken or planned. - Prompt Remediation May Affect Referral Considerations
The handbook states that prompt and appropriate corrective action, while not dispositive, may be considered a mitigating factor when the Division of Examinations evaluates whether to refer a matter to the Division of Enforcement. SEC examination staff generally do not comment on the adequacy of proposed corrective actions. - The SEC Has Defined Key Timing Expectations
The SEC will issue a disposition letter within 180 days of the completion of any on-site portion of the examination or receipt of all requested records, whichever is later. For certain complex examinations and in very limited circumstances, that period may be extended by an additional 180 days. If a registrant responds to a deficiency letter, staff will seek to provide any further comments within 60 days or communicate when written comments can be expected.
