The SEC Division of Investment Management has provided guidance regarding the application of the exemption from investment adviser registration available to an investment adviser that advises solely one or more “venture...more
The SEC has adopted rules prohibiting “bad actors” from using Rule 506 after September 23, 2013 (the effective date of the rules), or if prohibited conduct occurred prior to the effective date of the rules, the prohibition...more
The staff of the Office of Credit Ratings of the SEC has submitted a study under Section 939C of the Dodd-Frank Wall Street Reform and Consumer Protection Act to the Committee on Banking, Housing, and Urban Affairs of the...more
Congress is working to reconcile differing versions of legislation to implement an Obama Administration deal with Mexico to develop oil and gas resources in the Gulf of Mexico. Three Democratic lawmakers recently wrote...more
The SEC has released its 2013 Annual Report to congress on the Dodd-Frank Whistleblower Program. Setting aside the SEC chest pounding, this is the first year for which the SEC has year-over-year data concerning the nature of...more
The SEC has settled an administrative action with the managing member of a fund of private equity funds. In an examination the SEC staff learned that the manager was violating the custody rule (Rule 206(4)-2 under the...more
Rule 205-3 issued under the Investment Advisers Act of 1940, or the Advisers Act, provides an exemption from section 205(a)(1) of the Advisers Act, which prohibits an investment adviser from entering into an investment...more
The SEC has proposed new Regulation Crowdfunding to implement the requirements of Title III of the JOBS Act. Regulation Crowdfunding would prescribe rules governing the offer and sale of securities under new Section 4(a)(6)...more
FINRA has proposed rules and related forms for crowdfunding portals. The proposal, which reflects the rules recently proposed by the SEC, would implement in FINRA’s rules the provisions of the JOBS Act. ...more
The SEC has sanctioned three investment advisory firms for repeatedly ignoring problems with their compliance programs.
The enforcement actions arise from the agency’s Compliance Program Initiative, which targets firms...more
In another of what seems to be a blizzard of speeches by SEC officials, SEC Chair Mary Jo White commented on steps the SEC is taking to monitor general solicitations for securities offerings. Ms. White noted...more
Mary Jo White, Chair of the SEC, recently gave her thoughts on the future of disclosure. Some of her key points were...more
The SEC Division of Investment Management has issued additional guidance that is meant to assist institutional investment managers that wish to request confidential treatment, or CT requests, for certain information reported...more
This article talks about how someone “raised $250K in 53 minutes . . . But the server for my site crashed and was exceptionally slow for about 20 minutes … I have no doubt that, for a growth round … I could raise a couple...more
The Financial Stability Oversight Council, or FSOC, decided to study the activities of asset management firms to better inform its analysis of whether—and how—to consider such firms for enhanced prudential standards and...more
At this time, there are relatively few new items that need to be considered for the upcoming proxy and 10-K season. Those involved with the SEC reporting process may want to review our publication “A Lawyer’s Guide to...more
It began with announcements like this from AngelList. For just $99 plus $25 per investment, wefunder will let you create a create a “beautiful profile” and send updates to followers, and provide free investment contracts,...more
The SEC has proposed rules related to pay ratio disclosures required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. It works like this...
A law firm has submitted a rule making petition to the SEC to amend the rule governing the conflict minerals disclosure on Form SD to permit, for a temporary period, an alternative disclosure. The petition states “based upon...more
Norm Champ, the SEC’s Director of the Division of Investment Management, recently gave a speech addressing the SEC’s priorities regarding hedge fund managers.
The United States District Court for the District of Columbia previously vacated the SEC resource extraction disclosure rules. According to various published press reports, the SEC will not appeal the decision. “The court...more
The SEC previously awarded three whistleblowers in a hedge fund case an aggregate of 15% of certain funds collected.
The SEC has announced that approximately $170,000 has been administratively forfeited by the defendant...more
The SEC has sanctioned a former portfolio manager at a Boulder, Colo.-based investment adviser for forging documents and misleading the firm’s chief compliance officer to conceal his failure to report personal trades....more
The SEC has charged a former portfolio manager at Oppenheimer & Co. with misleading investors about the valuation and performance of a fund consisting of other private equity funds. ...more
The PCAOB has issued two new proposed auditing standards addressing the auditor’s opinion and information included in annual reports. ...more