Yesterday, the United States Court of Appeals for the Fifth Circuit vacated the SEC’s Private Fund Adviser Rule in its entirety. Dechert LLP represented the Chamber of Commerce of the United States of America in filing an...more
The SEC’s Division of Examinations (EXAMS) published its report on 2024 Examination Priorities on October 16, 2023.
The 2024 Examination Priorities continue to reflect an examination program that is vigorous and broad...more
12/18/2023
/ Anti-Money Laundering ,
Broker-Dealer ,
Compensation ,
Compliance ,
Conflicts of Interest ,
Cryptoassets ,
Cybersecurity ,
Disclosure Requirements ,
Due Diligence ,
Financial Industry Regulatory Authority (FINRA) ,
Investment ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Private Funds ,
REIT ,
Securities and Exchange Commission (SEC)
Key Takeaways -
Following the SEC’s adoption, earlier this year, of changes to Form PF, large hedge fund advisers will face, for the first time, a requirement to report certain events to the SEC within 72 hours. ...more
9/21/2023
/ Clawbacks ,
Dodd-Frank ,
Filing Requirements ,
Final Rules ,
FSOC ,
Hedge Funds ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
New Amendments ,
Private Funds ,
Registered Investment Advisors ,
Reporting Requirements ,
Securities and Exchange Commission (SEC)
The SEC has proposed new rules designed to regulate potential conflicts of interest associated with broker-dealers’ and investment advisers’ use of certain AI-related technologies in their interactions with investors.
The...more
9/7/2023
/ Artificial Intelligence ,
Broker-Dealer ,
Conflicts of Interest ,
Consumer Protection Act ,
Disclosure Requirements ,
Dodd-Frank ,
Fiduciary Duty ,
Financial Industry Regulatory Authority (FINRA) ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investors ,
Policies and Procedures ,
Predictive Analytics ,
Proposed Rules ,
Recordkeeping Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934
The U.S. Securities and Exchange Commission, by a vote of four-to-one, proposed a major overhaul of the investment adviser custody rule on February 15, 2023. The proposal would amend and redesignate Rule 206(4)-2 under the...more
The November 4, 2022, deadline for advisers to implement amended Rule 206(4)-1 (Marketing Rule) and related rules under the Investment Advisers Act of 1940 is fast approaching. Advisers required to comply with the rule are...more
10/24/2022
/ Advertising ,
Amended Rules ,
Cash Solicitation Rule ,
Compliance ,
Endorsements ,
Investment Advisers Act of 1940 ,
Investment Company Act of 1940 ,
Marketing ,
Policies and Procedures ,
Private Funds ,
Recordkeeping Requirements ,
Registered Investment Advisors ,
Securities and Exchange Commission (SEC) ,
Testimonial Statements
The Securities and Exchange Commission recently brought two enforcement actions that highlight the SEC’s focus on the investment adviser fiduciary duties, particularly as applied to recommendations that clients open or remain...more
The Securities and Exchange Commission on June 15, 2022 requested comments related to information providers (such as index providers, model portfolio providers and pricing services) whose activities the SEC believes may bring...more
The Securities and Exchange Commission on February 9, 2022, voted three to one to propose a set of new rules and rule amendments under the Investment Advisers Act of 1940 that collectively, if adopted, would represent the...more
The staff of the SEC’s Division of Examinations (Division) released a risk alert on November 9, 2021 (Risk Alert) discussing the staff’s observations and findings from the Division’s recent electronic investment advice...more
On December 3, 2020, the U.S. Securities and Exchange Commission adopted a long-anticipated rule for the fair valuation of fund investments. Rule 2a-5 under the Investment Company Act of 1940 (final rule) establishes...more
The U.S. Securities and Exchange Commission has proposed amendments to Rule 206(4)-1 – Advertisements by Investment Advisers (Current Advertising Rule) and Rule 206(4)-3 – Cash Payments for Client Solicitations (Current...more
2/3/2020
/ Advertising ,
Cash Solicitation Rule ,
Form ADV ,
Institutional Investors ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Proposed Amendments ,
Publicly-Traded Companies ,
Recordkeeping Requirements ,
Retail Investors ,
SEC Advertising Rule ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The U.S. Securities and Exchange Commission on November 25, 2019 approved for publication a three-part rule proposal related to the use of derivatives and certain other transactions by registered investment companies (i.e.,...more
11/27/2019
/ Business Development Companies ,
Closed-End Funds ,
Derivatives ,
ETFs ,
Form N-CEN ,
Form N-PORT ,
Investment Advisers Act of 1940 ,
Investment Company Act of 1940 ,
Leveraged Finance ,
Money Market Funds ,
Open-Ended Fund Companies (OFCs) ,
Proposed Amendments ,
Proposed Rules ,
Registered Investment Companies (RICs) ,
Repurchase Agreements ,
Rule 18f-4 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Transition Relief
The U.S. Securities and Exchange Commission, on June 5, 2019, voted 3-1 in favor of adopting a package of rules, amendments and interpretations (Final Rules) intended to improve the retail investor experience and to provide...more
6/12/2019
/ Best Interest Standard ,
Broker-Dealer ,
Compliance ,
Compliance Dates ,
Conflicts of Interest ,
Disclosure Requirements ,
Duty of Care ,
Duty of Loyalty ,
Fiduciary Duty ,
Form CRS ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
New Rules ,
Regulation Best Interest ,
Retail Investors ,
Securities and Exchange Commission (SEC) ,
Standard of Conduct
The U.S. Securities and Exchange Commission’s Office of Compliance Inspections and Examinations (OCIE) issued a National Exam Program Risk Alert on December 14, 2018 concerning the use of electronic messaging by registered...more
1/25/2019
/ Books & Records ,
Bring Your Own Device (BYOD) ,
Commercial Electronic Messages ,
Compliance ,
Data Security ,
Electronic Communications ,
Employee Training ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
OCIE ,
Policies and Procedures ,
Risk Alert ,
Securities and Exchange Commission (SEC) ,
Supervision ,
Third-Party
In connection with the public roundtable on the proxy voting process (Roundtable) held by the staff of the Securities and Exchange Commission on November 15, 2018, the staff of the SEC’s Division of Investment Management (IM...more
12/19/2018
/ Conflicts of Interest ,
Corporate Governance ,
Due Diligence ,
Glass Lewis ,
Influencers ,
Institutional Shareholder Services (ISS) ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
No-Action Letters ,
Policies and Procedures ,
Proxy Advisory Firms ,
Proxy Voting ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Roundtable ,
Securities and Exchange Commission (SEC) ,
Withdrawal
The U.S. Securities and Exchange Commission’s Office of Compliance Inspections and Examinations issued a National Exam Program Risk Alert on July 11, 2018. The Risk Alert highlights OCIE’s observations of compliance issues...more
8/3/2018
/ Best Execution ,
Broker-Dealer ,
Compliance ,
Disclosure Requirements ,
Fiduciary Duty ,
Form ADV ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
OCIE ,
Risk Alert ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC)
On April 18, 2018, the U.S. Securities and Exchange Commission (SEC) voted 4-1 to propose a package of rules and interpretations (Proposals) intended to improve the retail investor experience and to provide greater clarity...more
4/20/2018
/ 401k ,
Best Interest Standard ,
Broker-Dealer ,
Comment Period ,
Conflicts of Interest ,
Department of Labor (DOL) ,
Disclosure Requirements ,
EDGAR ,
Fiduciary Duty ,
Fiduciary Rule ,
Financial Industry Regulatory Authority (FINRA) ,
Form ADV ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Proposed Regulation ,
Retail Investors ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Standard of Care
The Division of Enforcement (Division) of the U.S. Securities and Exchange Commission (SEC) on February 12, 2018, announced a Share Class Selection Disclosure Initiative (SCSD Initiative). Led by the Division’s Asset...more
3/7/2018
/ Conflicts of Interest ,
Disclosure Requirements ,
Enforcement Guidance ,
Fees ,
Fiduciary Duty ,
Form ADV ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Securities and Exchange Commission (SEC) ,
Self-Reporting ,
Share Class Selection Disclosure Initiative (SCSD) ,
Share Classes
The staff of the Division of Investment Management (Staff) of the U.S. Securities and Exchange Commission (SEC) published a Guidance Update (Guidance) on February 23, 2017, on the subject of automated investment advisers...more
3/15/2017
/ Compliance ,
Disclosure Requirements ,
Division of Investment Management ,
Guidance Update ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Companies ,
Investment Management ,
OCIE ,
Policies and Procedures ,
Registered Investment Advisors ,
Robo-Advisors ,
Securities and Exchange Commission (SEC)
Investment advisers registered with the U.S. Securities and Exchange Commission (SEC) may use a variety of business and organizational models, which may include structures with one or more branch offices. In announcing its...more
The U.S. Securities and Exchange Commission (SEC) recently adopted amendments to Form ADV and to Rule 204-2 (Recordkeeping Rule), as well as technical amendments to other rules under the Investment Advisers Act of 1940...more
9/16/2016
/ Chief Compliance Officers ,
Derivatives ,
Dodd-Frank ,
Final Rules ,
Form ADV ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
RAUM ,
Recordkeeping Requirements ,
Required Forms ,
Securities and Exchange Commission (SEC) ,
SMAs ,
Social Media ,
Special Purpose Entities ,
Umbrella Registration