Investment Management

News & Analysis as of

No Knowledge, No Jail: Second Circuit Clarifies Scope of Tippee Insider Trading Liability

On December 10, 2014, the Second Circuit issued an important decision (U.S. v. Newman, No. 13-1837, 2014 WL 6911278 (2d Cir. Dec. 10, 2014)) that will make it more difficult in that Circuit for prosecutors, and most likely...more

Fund Sponsor Entities With San Francisco Activities May See Significant Tax Increases Under Gross Receipts Tax

San Francisco’s gross receipts tax (GRT) began phasing in this year and will be fully implemented in 2018. While the tax rates are lower than those under the previous payroll tax system, the GRT may lead to higher taxes for...more

Bridging the Week - December 2014 #3

US Judge Says Sentinel 2007 Transfers to BNY Mellon Cannot Be Reversed as Made in Good Faith - The Bank of New York Mellon Corporation (formerly Bank of New York) was absolved of having engaged in “egregious...more

Investment Management Director Offers Top 10 Lessons Learned in 2014

In a December 10, 2014 speech, Norm Champ, the Director of the SEC’s Division of Investment Management, offered a glimpse at the top 10 industry lessons learned in 2014. While admitting that his Top Ten list “may not be as...more

Investment Management and Hedge Funds – What’s Happening Now?

In This Presentation: - History of Obama’s First Six Years - Constitutional Constraints - Several Rules That Wrankle - Market Constraints - Crystal Ball Prognostications - Excerpt...more

Investment Management Legal + Regulatory Update -- December 2014

In This Issue: - Regulation ..SEC Chair’s Agenda Provides Glimpse of New Rules to Come ..The Results Are In: Investors Favor Additional Regulatory Protection ..SEC Declines to Approve Non-Transparent...more

Investment Management Update- 2014 Election Impact [Video]

Pepper attorneys Gregory J. Nowak and Mathew R. Silver discuss the impact of the 2014 election for investment management and funds during a recent webinar for West LegalEdcenter. With a blue president, red congress and red...more

Investment Management Update - Focus on Data Privacy and Cybersecurity [Video]

Pepper partners Gregory J. Nowak and Angelo A. Stio III discussed data privacy and cybersecurity issues for investment funds during a recent webinar for West LegalEdcenter. This podcast is a recording of their...more

Private Equity Fees and Expenses

In This Presentation: - Agenda - Typical Fund Structure - Typical Fund Waterfall - Fund Economics- Nuances - LPA Provisions - Fund Due Diligence - Legal Landscape - PEI...more

How EB-5 Regional Centers and Sponsors Can Evaluate Broker-Dealer, Investment Company and Investment Adviser Registration...

This article is the third in a series of articles on how EB-5 regional centers and sponsors can evaluate broker-dealer, investment company and investment adviser registration requirements under U.S. securities laws. ...more

SEC Delegates Authority to Invest Whistle-Blower Fund

On September 26, the SEC amended its rules to delegate authority to its CFO, Kenneth Johnson, to request that the Treasury Secretary invest a portion of the SEC’s Investor Protection Fund. The fund, comprised of over $439...more

IRS: Investment Fund Managers are Subject to Self-Employment Tax

The Office of Chief Counsel of the Internal Revenue Service (the "IRS") recently issued internal guidance in the form of a Chief Counsel Advice (the "CCA") indicating that the IRS has taken the position that the "limited...more

IRS Considers Whether Management Fees of an LLC Are Subject to Self-Employment Tax

A recent response by the Internal Revenue Service Chief Counsel (CCA) to an inquiry from one of its field office agents addressed the question of whether management fees earned by an investment manager organized as a limited...more

SEC Files Another Action Centered On IA Nikolai Battoo

Alternative investment manager Nikolai Battoo appeared to be the all-American success story. He began as a Florida cook and rose to manage over a billion dollars in assets. He attracted investments from investors across the...more

T&E Litigation Newsletter – August 2014 #1

After a quiet start to the summer for probate litigation cases, the Supreme Judicial Court recently issued its much-anticipated decision in The Woodward School for Girls, Inc. v. City of Quincy, Case No. SJC-11390, 2014 Mass....more

New Investment Thinking for Trustees?

Traditionally, trustees invest the assets within a trust to ensure the assets are preserved for when they are distributed to the beneficiaries, often when the beneficiaries reach a certain age. However, this “cautious”...more

SEC IM Staff Issues Guidance on Proxy Voting Responsibilities of Investment Advisers

The U.S. Securities and Exchange Commission’s (SEC) Divisions of Investment Management (IM) and Corporate Finance (CF) released a staff legal bulletin (Bulletin) on June 30, 2014, covering various issues involved with proxy...more

U.S. Treasury’s Benchmark TIC SHL Survey and Implications for Investment Managers

In August 2014, the U.S. Department of the Treasury (Treasury) and the Federal Reserve Bank of New York (FRBNY) will conduct a benchmark survey of foreign holdings of U.S. issuers’ securities on Treasury International Capital...more

Policyholder Observer

Encryption Flaw "Heartbleed" Creates Data Risk: How Insurance Can Stanch the Bleeding - In early April, news broke of an encryption flaw named “Heartbleed” that exposed companies to data breaches for over two and one...more

Not all 3(38) Fiduciaries are alike

ERISA §3(38) investment managers has been a hot topic in the marketing of retirement plan providers and for the most part, it’s a good thing because plan sponsors who have no time to handle the fiduciary process of their plan...more

Frank Aragona Trust: A Taxpayer Win

In a case of first impression, Frank Aragona Trust v. Commissioner, 142 T.C. No. 9 (Mar. 27, 2014), the Tax Court held that a trust could materially participate in a trade or business based upon the activities of the...more

IM Pleads Guilty After Bilking Institutions, Others Out of Billions

The investment manager and principal of WG Trading Company, LP and WG Trading Investors, Stephen Walsh, pleaded guilty to two counts of securities fraud. In entering the plea Mr. Walsh agreed to forfeit $50,743,779 which...more

Climate Change Disclosure - Heads I Win, Tails You Lose?

Arjuna Capital, a sustainable wealth management platform, and As You Sow, an environmental corporate responsibility advocacy group, have been advocating for publicly traded companies to assess and disclose the risks that...more

Thomson Reuters Session 2: Investment Management, Hedge Funds and Registered Mutual Funds: What's Happening Now?  [Video]

Pepper partner Gregory J. Nowak has regularly hosted a roundtable in Pepper’s New York office for private funds and their managers to discuss issues in the investment management world. He has recently started to give a...more

UAE Securities Regulator Introduces Prohibition on Unlicensed Investment Management Activities for Non-Licensed Firms in the UAE

In August 2012, the UAE Securities and Commodities Authority (“SCA”) introduced a new regulatory framework governing the marketing and sale of foreign funds to investors in the United Arab Emirates (the “UAE”). This was...more

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