Books and records for marketing: what a 1-person RIA must keep

The marketing records live in Rule 204-2, which the SEC amended alongside the Marketing Rule in December 2020. Four paragraphs matter for a solo adviser: (a)(11) copies of advertisements, (a)(15) testimonial, endorsement and rating files, (a)(16) performance backup, and (a)(7) written communications about performance. The retention periods are in paragraph (e) and the rules for electronic storage are in paragraph (g). The text below follows the current eCFR wording.

What exactly does each paragraph require?

Paragraph	What to keep
(a)(11)(i)(A)	A copy of each advertisement, as defined in the Marketing Rule, that you disseminate "directly or indirectly". For an oral advertisement you may instead keep the written or recorded materials used with it. For a compensated oral testimonial or endorsement you may instead keep a record of the disclosures given to the client or investor.
(a)(11)(i)(B) and (C)	Any notice, circular, newspaper article, investment letter, bulletin or other communication sent to ten or more people (other than your own associated persons). If it recommends a specific security without giving reasons, a memo of the reasons.
(a)(11)(ii)	A copy of any questionnaire or survey used to prepare a third-party rating in your advertising, if you obtain one.
(a)(15)(i)	If the disclosures are not in the advertisement itself, a record of the testimonial and endorsement disclosures you gave under Rule 206(4)-1(b)(1)(ii) and (iii).
(a)(15)(ii)	Documentation of your reasonable basis for believing a testimonial or endorsement complies with the Marketing Rule, and that a third-party rating meets the due diligence conditions in Rule 206(4)-1(c)(1).
(a)(15)(iii)	Names of your partners, officers, directors or employees (and certain affiliated persons) whose testimonials or endorsements rely on the affiliated-person exemption in Rule 206(4)-1(b)(4)(ii).
(a)(16)	All accounts, books, internal working papers and other records "necessary to form the basis for or demonstrate the calculation" of any performance you show to anyone outside the firm, including information provided or offered under Rule 206(4)-1(d)(6). Account statements plus calculation worksheets satisfy this for managed accounts.
(a)(7)(iv)	Written communications sent or received about predecessor performance or the performance of managed accounts, portfolios or recommendations.
(a)(19)	A record of who the "intended audience" is for any hypothetical performance.

Written promoter agreements are required by the Marketing Rule itself (Rule 206(4)-1(b)(2)(ii)) unless the promoter is unpaid or paid $1,000 or less over the preceding 12 months. Rule 204-2 does not have a separate marketing paragraph for them, but (a)(10) already requires "all written agreements" relating to the advisory business, so keep the signed agreement and every amendment. The risk alert on testimonials and endorsements shows what examiners ask to see.

How long, and where?

Rule 204-2(e)(3)(i): advertisements under (a)(11) and performance records under (a)(16) must be kept "in an easily accessible place for a period of not less than five years, the first two years in an appropriate office of the investment adviser, from the end of the fiscal year during which the investment adviser last published or otherwise disseminated" the communication. Most other records, including (a)(7) and (a)(15), fall under (e)(1): five years from the end of the fiscal year of the last entry on the record, the first two in an appropriate office.

Worked example, with a December fiscal year end. A website version goes live in March 2024 and is replaced in August 2026. The last dissemination was in fiscal 2026, so the copy must be kept until at least 31 December 2031. A performance figure you keep showing for years keeps pushing its backup's clock forward.

Is electronic storage enough?

Yes, under Rule 204-2(g), provided you: arrange and index records so any one can be found and retrieved; promptly give examiners a legible, true and complete copy, a printout, and the means to view and print; keep a separate duplicate copy for the full retention period; and maintain procedures that safeguard the records from loss, alteration or destruction and limit access to authorised people. A shared drive with no backup and no index usually fails the duplicate and retrieval conditions.

What should a one-person firm actually save?

A website change

A full-page PDF or image of each changed page, with the date it went live and the date it came down.
For any testimonial, rating or performance on the page, the matching (a)(15) or (a)(16) file.
A short note of your review: who approved it and when.

A LinkedIn post

A screenshot or export of the post as published, with the date and the account it went out from.
If you reshare or comment on someone else's praise of you, a copy of that too. The adopting release treats third-party content you adopt or are entangled with as your own advertisement.

A newsletter

The final sent version (the email platform's archive copy is fine if you can export it).
A description of the mailing list and its source, which the proviso to Rule 204-2(a)(7) asks for when a communication goes to persons named on a list. You do not need every recipient's name if it went to more than ten people.
Any performance figures it quotes, with their (a)(16) backup.

The point of all this is that an examiner can see what a client saw on a given date and why you thought it was compliant. Plumb's review log stores each item with a sha256 hash and timestamp so a later edit is visible, and the Marketing Rule checklist covers what to check before you publish.

This is general information about the federal rule, not legal advice. State-registered advisers keep records under their state's rules, many of which follow the NASAA model recordkeeping rule, and the details can differ.

Do I have to keep every LinkedIn post?

Keep every post that is an advertisement under the Marketing Rule, which for a firm page or an adviser promoting advisory services will be most of them. Rule 204-2(a)(11) requires a copy of each advertisement you disseminate, directly or indirectly. Save the post as it appeared, with the date.

When does the five-year clock start for my website?

For advertisements and performance backup, Rule 204-2(e)(3) counts five years from the end of the fiscal year in which you last disseminated the material. A homepage that stays live for years starts its clock only when that version comes down.

Can I keep everything in cloud storage?

Yes, if you meet Rule 204-2(g): records indexed for easy retrieval, a separate duplicate copy, procedures that protect them from loss, alteration or destruction, access limited to authorised people, and the ability to give examiners a true copy promptly.

Plumb is a record-keeping tool. It is not legal advice and it is not a substitute for a compliance professional. The firm and its Chief Compliance Officer make every decision recorded in Plumb. Automated checks can miss things and can flag things that are fine. Plumb is not affiliated with or endorsed by the SEC, FINRA, NASAA or any state regulator. This page is general information, not legal advice.