News & Analysis as of

Investment Adviser Disclosure Requirements

Modernizing and Simplifying Disclosure with the FAST Act Mandate

Under the FAST Act mandate, the U.S. Securities and Exchange Commission (SEC) voted on October 11, 2017 to propose amendments to Regulation S-K and related rules and forms aimed at modernizing and simplifying the current...more

Blog: SEC proposes FAST Act Modernization and Simplification of Regulation S-K

by Cooley LLP on

The SEC has now posted its release regarding FAST Act Modernization and Simplification of Regulation S-K, which proposes amendments to rules and forms based primarily on the staff’s recommendations in its Report to Congress...more

SEC to Streamline Disclosures for Public Companies, Investment Companies and Investment Advisers

The United States Securities and Exchange Commission (SEC) voted in open meeting on October 11, 2017 to propose amendments to its regulations to modernize, streamline and simplify disclosure requirements for public companies,...more

Investment Management Special Report - 2017-18 Compliance Developments & Calendar for Private Fund Advisers

Introduction - Despite an anticipated de-regulatory push, there are significant new regulatory concerns for investment advisers to address in connection with their annual review of their compliance manuals....more

Attention Investment Advisers: Rules Are Not Statutes

by Allen Matkins on

Last week, I cautioned the students in my Securities Regulation class that while it can be helpful to review the SEC filings of other registrants, one should never assume that they are correct. A few days later, I noticed...more

Revised Form ADV Began October 1st

by Tonkon Torp LLP on

Effective October 1, 2017, investment advisers must adhere to amended requirements regarding the investment adviser public disclosure form (Form ADV). The Securities Exchange Commission (the SEC) announced these amendments in...more

Form ADV Amendments: Ready to Go?

As summer recedes and we head into the autumn, investment advisers are in the home stretch of preparations for Form ADV reporting and disclosure changes that become effective October 1, 2017. The amendments, which were...more

SEC Publishes New Guidance on Investment Adviser Advertising

by Liskow & Lewis on

The SEC published new guidance on RIA advertising yesterday in a National Exam Program Risk Alert dated September 14, 2017. The Risk Alert is entitled “The Most Frequent Advertising Rule Compliance Issues Identified in OCIE...more

SEC Amendments to Form ADV and Recordkeeping Rules Go into Effect on October 1

by Morgan Lewis on

The amended Form ADV, which goes into effect October 1, 2017, will require investment advisers to expand the information they report on Form ADV about separately managed accounts and other important aspects of their advisory...more

SEC Releases New Form ADV To Be Used for Filings After October 1, 2017

by Pepper Hamilton LLP on

In a long-awaited move, the SEC released amendments to Form ADV, the uniform form used by investment advisers to register with, or report to, the SEC and state securities authorities. The changes are effective for filings...more

The Final Rule: DOL Issues Fourth Set of FAQs

On August 3, 2017, the Department of Labor (DOL) released a fourth set of FAQs related to its new “investment advice” fiduciary definition and related exemptions (Final Rule), which became applicable on June 9. Like the May ...more

SEC Guidance Seeks Enhanced Disclosures by Robo-Advisers

by Carlton Fields on

In February, the SEC staff issued a guidance update focusing on "robo-advisers," i.e., registered investment advisers (RIAs) who provide online, automated investment advice, through the use of an algorithmic program. As RIAs,...more

New SEC Chair Announces Guiding Principles

In remarks before the Economic Club of New York, new SEC Chairman Jay Clayton discussed eight guiding principles: Principle #1: The SEC’s mission is our touchstone. Investors and capital markets will suffer if the SEC...more

SEC Form ADV SMA Amendments and Investment Adviser Recordkeeping Rules: Compliance Deadline Quickly Approaching

by Dechert LLP on

The October 1, 2017 compliance date for the 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 (Advisers Act) (collectively,...more

Dealing with conflicts of interest for registrants - disclosure is not enough

by DLA Piper on

On April 27, 2017, the Investment Industry Regulatory Organization of Canada (“IIROC”) issued a rules notice and guidance note (the “Notice”) regarding dealer firm (“Dealers”) management of compensation-related conflicts. The...more

Meet HAL, Your New Robo-Adviser: SEC Regulatory Guidance For Robo-Advisers

by Polsinelli on

“Hello, Dave. You're looking well today.” In the iconic science fiction movie, 2001: A Space Odyssey, the HAL 9000 computer courteously greeted his astronaut human companion Dave Bowman. HAL was a Heuristically...more

SEC Issues Guidance to Robo-Advisers

Robo-advisers are a fast-growing segment of the investment advisory industry. In fact, they now account for an estimated $71.5 billion in assets under management. In response to their explosive growth, the SEC has made...more

When Confidential is Not Confidential - Identities of Confidential Sources of Distressed Debt Reporter are Not Subject to NY...

by Dechert LLP on

There is the general expectation that when a source discloses information to a reporter on a confidential basis, the source will be protected and their identity and communications cannot be forced to be disclosed. This is...more

SEC Staff Issues Guidance Update and Investor Bulletin on “Robo-Advisers”

by Dechert LLP on

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

SEC Issues Guidance Update and Investor Bulletin on Robo-Advisers

On February 23, 2017, the Securities and Exchange Commission (SEC) published information and guidance on the use of robo-advisers, “which are registered investment advisers that use computer algorithms to provide investment...more

US Securities and Exchange Commission Issues Guidance Update and Investor Bulletin on Robo-Advisers

by Shearman & Sterling LLP on

The US SEC published information and guidance for investors and the financial services industry on the use of robo-advisers, which are registered investment advisers that use computer algorithms to provide investment advisory...more

Personal Advice for Robo-Advisers: Beef Up Disclosure and Compliance

by Morrison & Foerster LLP on

Robo-advisers, those automated bots that offer up personalized investment advice with little, if any, human contact, face increased regulatory scrutiny as they grow more popular. After monitoring and engaging them for...more

What Do The SEC and Robo-Advisors Have In Common

by Fox Rothschild LLP on

The SEC recently issued regulatory guidance for robo-advisors. This guidance focuses on what robo-advisors must do to meet their disclosure obligations. Among other things, the SEC has recommended robust disclosures in...more

SEC Announces Enforcement Action for Failure to Disclose Banker Fee Arrangements

by Cooley LLP on

On February 14, 2016, the SEC settled an enforcement action against CVR Energy for providing misleading disclosure about the fees payable to CVR’s two financial advisors in connection with CVR’s defense of a hostile tender...more

2016 Year In Review: Securities Litigation And Regulation

2016 was an active year in securities litigation. In the first half of 2016 alone, plaintiffs filed 119 new federal class action securities cases. It was also a busy year for SEC enforcement proceedings, with a record 868...more

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