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SEC Rule 15a-6 & Chaperoning

We bridge the gap between foreign registered broker-dealers and U.S.-based institutional investors — with more than 30 years of experience.

Expand your reach into the U.S. institutional market with compliant, scalable SEC Rule 15a-6 chaperoning infrastructure.

For international broker-dealers, accessing the vast pool of U.S. institutional capital is a significant growth opportunity — but navigating the complexities of U.S. securities regulations can be a daunting barrier to entry. GA provides the critical structural and regulatory framework that connects foreign broker-dealers with the U.S. institutional market, offering non-U.S. broker-dealers an efficient, regulatory-compliant pathway to access major U.S. institutional and U.S. institutional investors.

Backed by more than 30 years of specialized expertise in cross-border mechanics, GA's professionals bring a deep operational understanding of international and domestic execution, multi-currency settlement, and cross-border investment banking. We eliminate regulatory friction — ensuring our partners safely navigate complex U.S. compliance standards while maintaining full business momentum.

Our operational & chaperoning framework

When serving as your U.S. chaperone, GA assumes the critical domestic regulatory responsibilities required to legally "effect" your transactions with U.S. counterparties. We do not impose rigid, one-size-fits-all templates — instead, we custom-engineer each 15a-6 framework to align with your local market dynamics, operational workflows, and specific client base.

  • Institutional trade "effecting" & execution — assuming mandatory U.S. regulatory oversight for the clearance and settlement of foreign and U.S. securities transactions, in compliance with SEC net capital and customer-protection requirements.
  • Multi-currency settlement — reliable, streamlined mechanics for international and asset settlement.
  • Supervisory compliance & recordkeeping — review, approval, and retention of the institutional investor communications required under Rule 15a-6.
  • Foreign Associated Person (FAP) compliance & support — managing the U.S. regulatory requirements for foreign personnel, including background checks, questionnaires, and consents to service of process, and overseeing the compliance guardrails for all communications between FAPs and U.S. institutional investors.

Qualified U.S. investor thresholds

Under SEC Rule 15a-6, a chaperoned foreign broker-dealer may interact with two specific categories of U.S. investors, defined by the SEC as follows:

Major U.S. Institutional Investor

Any entity that qualifies as a U.S. Institutional Investor (below) and owns, or has under management, total assets in excess of U.S. $100 million (including the aggregated assets of any "family of investment companies"). This also includes any SEC-registered investment adviser under Section 203 of the Investment Advisers Act of 1940 with total assets under management exceeding U.S. $100 million.

U.S. Institutional Investor

An investment company registered with the SEC under Section 8 of the Investment Company Act of 1940, or any of the following entities as defined under Rule 501(a) of Regulation D:

  • Banks, savings and loan associations, insurance companies, business development companies, or small business investment companies;
  • Employee benefit plans, private business development companies, or 501(c)(3) organizations; or
  • Qualifying trusts with total assets exceeding U.S. $5 million.

Start a conversation

For additional information on our chaperoning program, please contact our team at operations@gassec.com or 212-878-6500. Further reference material is available on our 15a-6 Publication Links page.

*Rule 15a-6 affords certain exemptions from U.S. registration requirements to foreign broker-dealers utilizing the "chaperoning" services of properly registered U.S. securities firms.

The Chaperoning Relationship

How a transaction flows through GA

1
Foreign Registered Broker-Dealer
Seeking access to U.S. institutional capital
GA
Global Alliance Securities — Chaperone
Effects transactions per SEC Rule 15a-6
2
Settlement, Custody & Communications
Managed under relevant U.S. regulations
3
Major U.S. Institutional Investors
$100M+ in assets under management
4
U.S. Institutional Investors
$5-100M in assets under management
Begin a Conversation

Considering a chaperoning arrangement?

We’ll tailor a 15a-6 program to your market, settlement, and communication needs.

The Harbour, 2464 Darts Cove Way, Charleston (Mt. Pleasant), SC 29466  ·  Office: 212-878-6500  ·  Fax: 212-878-6597