Compliance Solutions for Investment Advisers

Choice of Law

California is requiring an adviser that is transitioning its SEC registration to state registration in multiple states to change the choice of law provision in its advisory agreement from its home state (not California) to California. Does anyone know of any requirement under either the investment adviser regulations or corporate regulations that require this? I sure don’t. ┬áMy belief is that unlike assignment, no waiver of liability under the securities laws, etc., that the terms of all other contractual provisions are between the contracting parties. It seems to me that California is interfering with the right of the parties to negotiate an agreement.

line