On February 9, 2022, the SEC proposed sweeping new rules that would, if adopted, dramatically change the regulation of private fund advisers. These proposed rules would prohibit some long-standing market practices related to fees and expenses, limitations of liability, and GP clawbacks and would require private funds to distribute quarterly reports and obtain annual audits. In this Debevoise In Depth, we provide our key takeaways on the proposal and a summary of the proposed rules.