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Disclosure Requirements Securities and Exchange Commission (SEC) Fiduciary Duty

Mintz - Energy & Sustainability Viewpoints

Energy & Sustainability Litigation Updates — July 2024

On June 4, 2024, a number of Congressional Democrats (10 Senators; 28 Congressmen) sent a letter to SEC Chairman Gensler, urging that the SEC “enforce existing SEC climate disclosure-related guidance” while the legal...more

A&O Shearman

SEC private fund adviser rule vacated by Fifth Circuit

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On June 5, 2024, the U.S. Court of Appeals for the Fifth Circuit held that the U.S. Securities and Exchange Commission had exceeded its statutory authority in adopting its controversial private fund advisers rule....more

Sullivan & Worcester

Are the SEC’s Private Fund Advisers Rules Now Dead? No, but they are on Life Support

Sullivan & Worcester on

The U.S. Court of Appeals for the Fifth Circuit (the “Fifth Circuit”) has thrown a wrench into the gears of the U.S. Securities and Exchange Commission (the “SEC”) in its attempt to regulate those investment advisers that...more

Cadwalader, Wickersham & Taft LLP

Cadwalader Climate - June 2024

In this week’s edition, we look at the climate-linked criminal lawsuit filed against a French oil major. We also review a survey conducted by Bloomberg Law that shows a majority of attorneys believe they will see only a...more

ArentFox Schiff

ESG Update: Two Court Decisions Highlight the Importance of the “G” in “ESG”

ArentFox Schiff on

ESG stands for “environmental, social, and governance.” Though often overlooked, two recent cases — Spence v. American Airlines and Exxon v. Arjuna Capital, LLC — focus on G’s place in the ESG initialism. Here, we break...more

Seward & Kissel LLP

DOL Publishes Final Regulation Expanding the Definition of an ERISA Fiduciary

Seward & Kissel LLP on

On April 25, 2024, the U.S. Department of Labor (the “DOL”) finalized a collection of regulatory changes in its ongoing quest to update the definition of a “fiduciary” under ERISA and Section 4975 of the Internal Revenue Code...more

Mintz - Energy & Sustainability Viewpoints

Energy & Sustainability Litigation Updates — May 2024

On March 6, 2024, the SEC issued its long-awaited climate disclosure rule, which mandates the disclosure of climate-related risks and Scope 1 and Scope 2 greenhouse gas emissions, among other things. The rule was immediately...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for March 2024

Each month we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine: •The Fifth Circuit’s stay of the SEC’s recent adoption of...more

McNees Wallace & Nurick LLC

Bond Issue Fundamentals: A Guide to the Participants and the Process - Updated

A bond issue (a debt obligation of a local government) is often perceived as a mystery for many Pennsylvania local government officials and solicitors. The securities and tax regulations governing municipal bonds have grown...more

Stark & Stark

Bitcoin for Investment Advisers - Integrating Bitcoin into Client Portfolios

Stark & Stark on

The SEC approved eleven spot Bitcoin ETFs on January 10, 2024. As a result, investment advisers may be curious about whether or how to integrate Bitcoin ETFs into client portfolios. This blog is intended to provide an update...more

Lowenstein Sandler LLP

The SEC’s Private Fund Adviser Rules Explained — Part 1: The Restricted Activities Rule

Lowenstein Sandler LLP on

On August 23, 2023, the U.S. Securities and Exchange Commission (SEC) adopted new and amended rules under the Investment Advisers Act of 1940, as amended (the Advisers Act), to address what it perceives as certain conflicts...more

Dechert LLP

SEC Proposes New Regulatory Framework for Use of AI by Broker-Dealers and Investment Advisers

Dechert LLP on

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

DarrowEverett LLP

Proposed SEC Rules Aim at Putting Private Funds More in Public View

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Whether everyday Americans saving for retirement, college tuition, or their forever homes know it or not, there’s a chance that their money is tied, directly or indirectly, to private funds. Moreover, those Americans probably...more

Seward & Kissel LLP

SEC Settles Charges Against Investment Advisers for Alleged Breaches of Fiduciary Duties

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Who may be interested: Registered Investment Advisers, Mutual Funds, Compliance Officers - Quick Take: The SEC settled charges against two affiliated registered investment advisers, alleging that the advisers failed to...more

Katten Muchin Rosenman LLP

Financial Markets and Funds Quick Take | Issue 11

SEC Announces Inspection Priorities for 2023 - On February 7, the Securities and Exchange Commission (SEC) announced its inspection priorities for the current year. The announcement began by noting that the SEC examined 15...more

Goodwin

Exempt Reporting Advisers Faced Significantly More SEC Enforcements in 2022

Goodwin on

The Securities and Exchange Commission (SEC) brought an unusually high number of enforcement actions against exempt reporting advisers in 2022 — that appears to be more than the prior three years combined and a record number...more

Seward & Kissel LLP

Investment Adviser Charged for Failing to Disclose Revenue Sharing Arrangements and Related Conflicts of Interest

Seward & Kissel LLP on

Who may be interested: Investment advisers. Quick Take: The SEC announced settled charges against an investment adviser for the adviser’s breach of its fiduciary duty to its clients by failing to fully and fairly...more

J.S. Held

Crosscurrents: J.S. Held’s Environmental, Social & Governance Observations (Fiduciary Duties Become Political)

J.S. Held on

The Attorneys General for both Indiana and Louisiana have issued opinions that environmental, social, and governance (ESG) criteria violate the fiduciary duty owed to corporate investors absent full disclosure of the use of...more

Dechert LLP

Recent SEC Enforcement Actions Highlight SEC Focus on Adviser Fiduciary Duty When Recommending and Reviewing Account Types

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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

Dechert LLP

SEC Publishes Staff Bulletin on the Standards of Conduct for Broker-Dealers’ and Investment Advisers’ Conflicts of Interest

Dechert LLP on

The Securities and Exchange Commission in 2019 issued significant new rules and interpretations addressing the standards of conduct for broker-dealers, in the form of Regulation Best Interest, and the standards of conduct for...more

ArentFox Schiff

Does the SEC "Best Interest" Regulation Go Far Enough?

ArentFox Schiff on

The US Securities and Exchange Commission (SEC) has adopted a new standard called Regulation Best Interest (Reg BI) that shifts the focus on protecting customers first and foremost. Although the regulation possibly puts...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Releases Proposed Rules Targeting SPACs, Shell Companies and De-SPAC Transactions

Rule proposals, if adopted, would more closely align de-SPAC mergers with traditional IPOs with respect to disclosure requirements, marketing practices, and gatekeeper obligations. Proposed Rules would significantly...more

Burr & Forman

SEC Proposes Cybersecurity Rule for Advisers, Investment Companies

Burr & Forman on

On February 9, the SEC proposed new cybersecurity risk management regulations for investment advisers, registered investment companies (funds), and business development companies....more

Katten Muchin Rosenman LLP

SEC Staff Observes Practices of Private Fund Advisers That Raise Concerns

Investment advisers that manage private funds should promptly review their compliance policies and procedures, practices and disclosures to ensure these address, and are not inconsistent with, the areas of concern raised in a...more

Foley & Lardner LLP

Observations from Examinations of Private Fund Advisers

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On June 23, 2020, the U.S. Securities and Exchange Commission (SEC) Division of Examinations (EXAMS) issued a risk alert based on 5 years of examinations of registered investment advisers that manage private equity funds or...more

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