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Investment Adviser Disclosure Requirements Investment Advisers Act of 1940

Paul Hastings LLP

Public Company Watch: July 2024

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In the July edition of our Public Company Watch, we cover key issues impacting public companies, including the new Compliance and Disclosure Interpretations related to the cybersecurity disclosure rules and the recent SEC...more

DarrowEverett LLP

Fifth Circuit Puts the Brakes on SEC’s Private Fund Rules: What’s Next For Private Fund Advisers

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In a continuation of recent court decisions overturning the rulemaking authority of federal agencies, a recent decision by the U.S. Court of Appeals for the Fifth Circuit vacated the Securities and Exchange Commission’s (SEC)...more

Cooley LLP

FAQs on SEC’s Private Fund Adviser Rules After Fifth Circuit Decision

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As most fund managers have likely heard by now, on June 5, 2024, the US Court of Appeals for the Fifth Circuit vacated the private fund adviser rules that the Securities and Exchange Commission (SEC) adopted in summer 2023,...more

Morrison & Foerster LLP

Fifth Circuit Vacates SEC Private Fund Adviser Rules

On June 5, 2024, a three-judge panel of the U.S. Court of Appeals for the Fifth Circuit (the “Fifth Circuit”) unanimously vacated the “Private Fund Adviser Rules,” which the U.S. Securities and Exchange Commission (the SEC)...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

Williams Mullen

SEC Private Fund Rule Struck Down by US Appeals Court

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A U.S. appeals court struck down a newly adopted Securities and Exchange Commission (“SEC”) rule implementing a series of new disclosure requirements and restrictions on private fund advisors....more

Sullivan & Worcester

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

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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

Kramer Levin Naftalis & Frankel LLP

Fifth Circuit Vacates SEC Rule Regulating Private Funds Advisers

In a highly anticipated opinion, the Fifth Circuit announced on June 5, 2024 its decision to vacate rules adopted by the Securities and Exchange Commission (SEC or the Commission) in 2023 (collectively, the Rule) that would...more

Morgan Lewis

Fifth Circuit Vacates SEC Private Fund Adviser Rules in Full

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In a unanimous decision published on June 5, 2024, the US Court of Appeals for the Fifth Circuit vacated the entire set of regulations, including amendments to existing rules (collectively, the Rules), adopted by the US...more

Troutman Pepper

SEC Issues Third Marketing Rule Risk Alert for Investment Advisers

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On April 17, the U.S. Securities and Exchange Commission’s (SEC) Division of Examinations (EXAMS) issued its third risk alert on the amended Rule 206(4)-1 (the Marketing Rule) under the Investment Advisers Act of 1940...more

Davis Wright Tremaine LLP

AI for IAs: How Artificial Intelligence Will Impact Investment Advisers

The use of artificial intelligence and machine learning technology solutions ("AI") is becoming increasingly common in all industries, including the registered investment adviser ("RIA") space. A recent survey by AI platform...more

SEC Compliance Consultants, Inc. (SEC³)

Top Tips for Updating Your 2024 Compliance Program

Every year compliance officers face the unenviable job of performing their compliance program's annual review under Advisers Act Rule 206(4)-7). An essential element of that review is updating the firm's compliance policies...more

Dinsmore & Shohl LLP

SEC Division of Examinations Risk Alert: Initial Observations Regarding Advisers Act Marketing Rule Compliance

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On April 17, 2024 the Securities and Exchange Commission (“SEC”) Division of Examinations (the “Division”) issued a Risk Alert regarding investment advisers’ compliance with amended Investment Advisers Act Rule 206(4)-1 (the...more

Seward & Kissel LLP

SEC Settles Charges with Adviser for Failing to Disclose Conflicts of Interest

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Who may be interested: Investment Advisers; Registered Investment Companies; Boards of Directors - Quick Take: The SEC recently settled charges with an investment adviser relating to the adviser’s failure to disclose...more

Seward & Kissel LLP

SEC Settles Charges with Adviser for Failing to Disclose Influencer’s Role in Promoting ETF

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Who may be interested: Investment Advisers; Registered Investment Companies; Boards of Directors - Quick Take: The SEC recently settled charges with an investment adviser relating to the adviser’s alleged failure to...more

K&L Gates LLP

The SEC's New Private Fund Adviser Rules: A Guide to Compliance (Updated)

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On 23 August, the US Securities and Exchange Commission adopted new rules and rule amendments that will impose substantial regulation on the management and operation of private funds by investment advisers. The Guide to...more

Dorsey & Whitney LLP

The SEC Issues Marketing Rule FAQ on Calculating Gross and Net Performance

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The staff (“Staff”) of the SEC’s Division of Investment Management recently issued a new FAQ (the “FAQ”) on Rule 206(4)-1 (the “Marketing Rule”) under the Investment Advisers Act of 1940 in which the Staff confirmed that the...more

Goodwin

SEC Issues Updated Marketing Rule FAQ on IRRs for Funds With Subscription Facilities

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On February 6, 2024, the staff of the Securities and Exchange Commission (SEC) issued an updated FAQ with respect to the Marketing Rule (Rule 206(4)-1) under the Investment Advisers Act of 1940 (the Advisers Act). This FAQ...more

Davis Wright Tremaine LLP

Investment Adviser Expectations in 2024

Like many other industries, Registered Investment Advisers ("RIAs") have dealt with significant regulatory, technological, and systemic change in recent years. Compared to FINRA-regulated entities, RIAs often face these...more

Dechert LLP

SEC Division of Examinations Releases 2024 Priorities

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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

Lowenstein Sandler LLP

The SEC’s Private Fund Adviser Rules Explained — Part 4: The Quarterly Statement Rule

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As we have discussed in earlier Client Alerts, 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...more

Skadden, Arps, Slate, Meagher & Flom LLP

Investment Management Update - November 2023

...SEC Adopts Amendments to Fund Names Rule - On September 20, 2023, the U.S. Securities and Exchange Commission (SEC) adopted amendments to Rule 35d-1 under the Investment Company Act of 1940 (the Fund Names Rule) as well...more

ArentFox Schiff

2024 Examination Priorities for Investment Advisers from SEC Division of Examinations

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The US Securities and Exchange Commission (SEC) Division of Examinations recently released its 2024 Examinations Priorities, a yearly report that provides insight into the Division’s areas of focus to improve compliance,...more

Robinson Bradshaw

New SEC Rules Regarding Preferential Treatment for Investors in Private Funds

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On August 23, the United States Securities and Exchange Commission (the “SEC,” or the “Commission”) adopted rules and rule amendments (the “PFA Rules”) under the Investment Advisers Act of 1940 (the “Advisers Act”) that...more

Robinson Bradshaw

Analysis of the SEC’s New Restricted Activities Rule for Investment Advisers

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On August 23, the United States Securities and Exchange Commission (the “SEC” or “Commission”) adopted rules and rule amendments (the “PFA Rules”) under the Investment Advisers Act of 1940 (the “Advisers Act”) that impose new...more

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