This month our articles focus on the availability of damages in complex ERISA class actions and withdrawal liability actions. Jackie Len first provides Proskauer's perspective on the implications for ERISA litigation arising...more
In This Issue:
- ILPA Guidelines Have Noticeable Impact
- Extracting Tax Value in Debt Refinancings and Modifications
- Private Equity and Venture Capital Investing in China: Exit Strategy and Circular 698
What is ERISA?
The Employee Retirement Income Security Act of 1974 (“ERISA”) protects the interests of employee benefit plan participants by establishing strict standards of conduct for “plan fiduciaries” – i.e.,...more
On April 17, 2013, U.S. Rep. Keith Ellison (D-Minn.) reintroduced the Inclusive Prosperity Act of 2013 (H.R. 1579) (the "Bill"), a financial transaction tax that, according to its supporters, would provide the federal...more
As a reminder, smaller private fund advisers registered with the SEC and “large private equity fund advisers” with a fiscal year-end of December 31 must file their Form PF with the SEC by April 30, 2013....more
On April 5, 2013, David Blass, Chief Counsel of the SEC’s Division of Trading and Markets (which regulates broker-dealers), gave an important speech highlighting two “significant areas of concern” about broker-dealer...more
David W. Blass, Chief Counsel, Division of Trading and Markets, SEC, recently gave a speech before the American Bar Association Trading and Markets Subcommittee on April 5, 2013. The topic of the speech was whether and when...more
Norm Champ, Director, SEC Division of Investment Management, recently noted that SEC rules prohibit certain advertisements by registered advisers.
Mr. Champ noted the SEC has heard from advisers to private funds,...more
The SEC has charged two investment advisers at Oppenheimer & Co. with misleading investors about the valuation policies and performance of a private equity fund they manage. The SEC recently hinted at potential increased...more
The SEC has issued a Risk Alert on compliance with its custody rule for investment. It notes that with respect to advisers to audited pooled investment vehicles, its examinations found some failed to meet requirements to...more
Until a few years ago, private equity firms enjoyed relative insulation from regulatory scrutiny of overseas acquisitions and the operations of multi-national portfolio companies. No longer is that the case. Spurred by the...more
The SEC’s Office of Compliance Inspections and Examinations (“OCIE”) has published its list and discussion of examination priorities for the investment management industry in 2013, which includes both market-wide initiatives...more
In This Issue:
Introduction; Partnering with Private Equity Firms; Beyond Bank Borrowing: Mezzanine Funds & Growth Captial; The Auction Block: Finding the Right Buyer for Your Company; First Steps: “Don’t Let Your Exit...more
By now, most investment advisers registered with the Securities and Exchange Commission (SEC) have either (a) filed a Form PF, (b) are preparing to file a Form PF, (c) have determined that, since they do not advise “private...more
Originally published in Private Equity and Contract Law360 on February 20, 2013.
Partners of private equity funds and other investment partnerships should take notice of recent Delaware court decisions that have created...more
The Office of Compliance Inspections and Examinations, or OCIE, administers the SEC’s nationwide examination and inspection program. The National Examination Program, or NEP, has published its examination priorities to...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 11 February 2013, the European Securities and Markets Authority (ESMA) published its final Guidelines on remuneration of alternative investment fund managers (AIFMs) under the Alternative Investment Fund Managers Directive...more
Annual Compliance Reviews -
All investment advisers registered with the Securities and Exchange Commission (“SEC”) are required to review their compliance policies and procedures at least annually (and best practice is...more
The issue of carried interest taxation as obscure an issue as it is, has gotten all kinds of attention in the media over the last several years. Most recently, the issue garnered national attention during...more
Bruce Karpati, Chief, SEC Enforcement Division’s Asset Management Unit, recently described enforcement priorities with respect to hedge funds. He noted the Asset Management Unit, comprised of 75 staff across 11 offices,...more
IntercontinentalExchange, Inc., an operator of global markets and clearing houses, and NYSE Euronext, a global equity, equity options and fixed income derivatives market operator, announced a definitive agreement for ICE to...more
Many private equity firms are concerned about their liabilities, including exposure to lawsuits for breach of fiduciary duty, claims for wrongful acts or omissions, and regulatory or securities investigations. One of the best...more
Private equity funds (PE funds) and their advisors long have been concerned that a fund (or its other portfolio companies) may be liable for unfunded pension plan liabilities of one of its portfolio companies. However, in a...more
The Internal Revenue Service this week released Announcement 2012-42 (the Announcement), which postpones until 2014 the need for foreign hedge funds and private equity funds to request Foreign Account Tax Compliance Act...more
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