The below flowchart may be helpful to you in answering the question whether you qualify for the exemption for “venture capital funds” under Section 203(l) of the Investment Adviser’s Act of 1940 ( the “Advisers Act”),...more
Corporations Code Section 25234 generally prohibits an investment adviser registered in California to be compensated on the basis of a share of capital gains. This prohibition is analogous to the prohibition found in Section...more
On March 26, 2013, the United States Securities and Exchange Commission (SEC) issued a no-action letter to FundersClub Inc. and FundersClub Management LLC. There has been speculation in the crowdfunding, VC and angel investor...more
Umesh Tandon, president, chief compliance officer, and sole owner of Simran Capital Management, recently agreed to a settlement with the SEC relating to alleged violations of the Investment Advisers Act of 1940 and the...more
One of the salient features of the SEC’s enforcement program in recent years has been a dearth of accounting fraud cases. While those cases used to be the SEC’s bread and butter, and hovered around 200 actions per year, they...more
On March 14, the Office of Compliance Inspections and Examinations of the Securities and Exchange Commission released a National Exam Program Risk Alert (Risk Alert). The Risk Alert discussed common deficiencies in respect of...more
In Gabelli v. Securities & Exchange Commission, No. 11-1274, 2013 WL 691002 (U.S. Feb. 27, 2013), the United States Supreme Court, in a unanimous opinion by Chief Justice Roberts, held that the five-year statute of...more
On February 27, 2013, the Supreme Court of the United States issued its decision in Gabelli v. SEC, holding that, in an action by the government for civil penalties, the five-year statute of limitations provided by 28 U.S.C....more
In a sweeping decision that could impact numerous enforcement actions by a number of federal agencies, the U.S. Supreme Court rejected the federal government’s argument that an agency should be entitled to the protection of...more
In a unanimous decision written by Chief Justice John G. Roberts, Jr., the United States Supreme Court has ruled that the Government does not have an unlimited amount of time to bring civil penalty actions based on fraud. In...more
In Gabelli v. SEC, a unanimous Supreme Court held that the statute of limitations for “penalty” claims in governmental enforcement actions begins to run from the date of the underlying violation of the law, not when the...more
Originally published in CorporateLiveWire on February 21, 2013. The last few years have witnessed tectonic shifts in U.S. laws and regulations that effect the management and operations of hedge funds, private equity...more
On December 20, 2012, the SEC amended Temporary Rule 206(3)-3T under the Investment Advisers Act of 1940 that establishes an alternative means for investment advisers who are registered as broker-dealers to meet the...more
On December 4, 2012, the Commodity Futures Trading Commission’s (CFTC’s) Division of Swap Dealer and Intermediary Oversight (DSIO) issued no-action relief from commodity pool operator (CPO) registration requirements for...more
The SEC Enforcement Division’s Asset Management Unit has brought some substantial cases over the last year, including a number arising out of its Aberrational Performance Inquiry. Another focus for the unit has been...more
On November 19, 2010, the U.S. Securities and Exchange Commission (the "SEC") issued proposed rules, pursuant to title IV of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"). The proposed...more
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