No-Action Letters

News & Analysis as of

SEC Staff Provide New Custody Rule Guidance

On February 21, 2017 the Securities and Exchange Commission (the SEC) released new guidance concerning when a registered investment adviser is deemed to have “custody” for purposes of Adviser’s Act Rule 206(4) (the Custody...more

Bridging the Week - February 2017 #2

Retail Foreign Exchange Dealer Agrees With CFTC and NFA to Cease Doing Business for Concealing Relationship With Closely Tied Market Maker - Forex Capital Markets, LLC, a retail foreign exchange dealer, and two of its...more

SEC Issues No Action Letter Regarding Canadian Companies’ Registration of Rights Offerings on MJDS Form F-7

In December 2015, the Canadian Securities Administrators (CSA) announced an amended regime for a prospectus-exempt rights offering in Canada. This amended regime allows certain public companies in Canada to conduct a...more

SEC Simplifies Filing of Broker-Dealer Annual Reports on EDGAR

The SEC has previously provided guidance on the filing of annual and supplemental reports required under Rule 17a-5 or Rule 17a-12 by broker-dealers or over-the-counter derivatives dealers on the SEC EDGAR system. However,...more

DOL Fiduciary Rule Compliance—SEC Says Brokers Can Impose Their Own Commissions on Sales of “Clean” Fund Shares

On January 11, 2017, the SEC staff issued a no-action letter (the “Letter”) to Capital Research and Management Company in which the staff confirmed that the restrictions of Section 22(d) of the 1940 Act do not apply to a...more

Effects of the DOL Fiduciary Rule Reach Mutual Fund Industry

The Department of Labor finalized the so-called “Fiduciary Rule” in April 2016 and announced it would go into effect in April 2017. Since the finalization of the Fiduciary Rule, the annuities, brokerage, and advisory...more

Blog: Update on proxy access proposals

What’s the latest on proxy access proposals? As you may recall, the line drawn so far by Corp Fin has been that, where the shareholder proposal related to initial adoption of proxy access, Corp Fin has continued to grant...more

Mutual Funds Come Clean: Brokers Can Set Fund Share Sales Charges

The staff of the SEC’s Division of Investment Management effectively allowed brokers to determine the commissions they will charge their customers who buy “Clean Shares” of mutual funds. In a “no-action” letter...more

SEC Staff Allows Brokers to Set Fund Commissions with “Clean Shares”

The SEC’s Division of Investment Management issued a no-action letter on January 11, 2017 explicitly permitting brokers to set their own commission rates for sales of so-called “clean shares” of mutual funds. Previously, as...more

House of Representatives Passes the HALOS Act (Again), But Is It Really Necessary?

On January 10, 2017, the House of Representatives passed H.R. 79, the “Helping Angels Lead Our Startups Act” (the “HALOS Act”). The HALOS Act was originally passed by the House of Representatives as H.R. 4498 on April 27,...more

The Securities Law Crystal Ball

At the beginning of each new year, we find ourselves engaged in discussions of the evolving securities regulatory landscape and the changes that we anticipate may occur. We have done this for many years now. Each January we...more

Your Daily Dose of Financial News

The emissions cheating scandal that recently cost VW $4.3 billion and a mess of criminal indictments isn’t, it seems, confined to the Germans. We heard months ago about a similar probe into Mitsubishi, and yesterday we...more

Broker-Dealers Can Hold Customers’ Initial Checks

A recent SEC no-action letter gives broker-dealers more time to perform suitability and other reviews when opening certain customer accounts. The firms requesting the letter were affiliated with three different insurance...more

Broker-Dealers Can Hold Customers’ Initial Checks

A recent SEC no-action letter gives broker-dealers more time to perform suitability and other reviews when opening certain customer accounts. The firms requesting the letter were affiliated with three different insurance...more

Orrick's Financial Industry Week in Review

FHFA Issues Final Rule on Fannie Mae and Freddie Mac Duty to Serve Underserved Markets - On December 13, 2016, the Federal Housing Finance Agency (FHFA) issued a final rule implementing the Duty to Serve provisions...more

Corporate Communicator - 2017 Annual Meeting Season

Dear clients and friends, We present our traditional year-end issue of Snell & Wilmer’s Corporate Communicator to help you prepare for the upcoming annual report and proxy season. This issue highlights SEC reporting and...more

US Commodity Futures Trading Commission Extends No-Action Relief

The CFTC extended the relief granted under No-Action Letters 15-62 and 15-63 until December 31, 2017. The extended no-action relief in CFTC Letter No. 16-80 exempts inter-affiliate swaps from the trade execution requirement...more

SEC Issues No-Action Letter Regarding Relief from Registration under Advisers Act for Adviser to Affiliated Foundation

On December 8, 2016, the Chief Counsel’s Office of the Division of Investment Management of the Securities and Exchange Commission (“Commission“) provided “no-action letter” assurance to CenturyLink Investment Management...more

SEC Endorses Use of Conditional Offers to Buy Shares in IPOs

The Securities and Exchange Commission (the “SEC”) recently issued a no-action letter to Morgan Stanley Smith Barney L.L.C. (“Morgan Stanley”) that will streamline the process for its wealth management clients to participate...more

New SEC Guidance on Five Business Day Debt Tender and Exchange Offers

On November 18, 2016, the Securities and Exchange Commission ("SEC") published several new compliance and disclosure interpretations ("C&DIs") that provide guidance on the abbreviated tender and exchange offers no-action...more

Guidance Provided by SEC on Abbreviated Debt Tender Offers

On November 18, 2016, the SEC’s Division of Corporation Finance issued a set of compliance and disclosure interpretations (“C&DIs”) pertaining to abbreviated debt tender offers, which were the subject of an SEC no-action...more

Blog: Corp Fin Oks Technical Modification Of Process For Offers And Sales In IPOs

In a new no-action letter to Morgan Stanley, Corp Fin agreed that, as outlined in the request letter, the firm’s proposed procedures for offering and selling securities in IPOs would not involve a pre-effective sale for...more

SEC Staff Clarifies Rules for Abbreviated Debt Tender or Debt Exchange Offers (aka Five-Day Tender Offers)

On November 18, 2016, the Staff of the Securities and Exchange Commission (SEC) issued new Compliance and Disclosure Interpretations (C&DIs) (Questions 162.01 through 162.05) to provide guidance on the Abbreviated Tender or...more

New FINRA Capital Acquisition Broker Rules May Offer Limited Relief to Private Investment Fund Advisers

The U.S. Securities and Exchange Commission (“SEC”) recently approved a Financial Industry Regulatory Authority (“FINRA”) proposal to adopt a new regime for the regulation of electing broker-dealer firms that meet the...more

SEC Issues Interpretive Guidance for Up-C Structures Permitting Holding Period Tacking under Rule 144 for Unit-for-Share Exchanges

On November 1, 2016, the staff of the Securities and Exchange Commission (the “SEC”) issued interpretive guidance concluding that in Up-C structures the holding period of LLC units or other partnership interests (the “OP...more

304 Results
|
View per page
Page: of 13
Cybersecurity

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:

Sign up to create your digest using LinkedIn*

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.

Already signed up? Log in here

*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.
×