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Corporate and Financial Weekly Digest - Volume IX, Issue 49

In this issue: - Delaware Chancery Court Declines to Dismiss Fraud Claims Against Private Equity Fund and Directors - Agencies Amend Regulatory Capital and Liquidity Coverage Ratio Rules - FINRA Proposes...more

Private Equity Fund Managers: Takeaways From The SEC’s Past Year in Enforcement

After a year of “first ever” actions targeting private equity, fund managers should be vigilant, even about seemingly small issues. In reviewing the results of SEC Enforcement’s fiscal year that ended on September 30,...more

2014 Proskauer Hedge Funds and Other Private Funds Annual Review

This year we saw a flurry of regulatory activity targeting investment advisers and hedge funds, private equity funds and other private funds (collectively, private funds). The following annual review is a summary of some of...more

More Disclosure Needed as SEC Sunlight Shines

The US Securities and Exchange Commission's (SEC) “Spreading Sunshine” speech in early May 2014 heralded a new era of disclosure for private equity firms. Under the spotlight were fees, allocation of expenses, co-investment,...more

Financial Services Weekly News Roundup - October 2014 #5

In this issue: - In preliminarily denying two exemption requests, the SEC takes a stand for market transparency in ETFs and upholds the arbitrage mechanism that allows market prices to closely track NAVs. -...more

SEC Appoints Marc Wyatt As Deputy Director Of National Exam Program

On October 20, the SEC appointed Marc Wyatt as the Deputy Director of the agency’s Office of Compliance and Inspection Examinations (OCIE). In September 2012, Wyatt joined the SEC as a senior specialized examiner with a...more

SEC Charges Private Equity Fund Manager with Misallocation of Portfolio Company Expenses

On September 22, 2014, the Securities and Exchange Commission ("SEC") charged Lincolnshire Management, Inc. ("Lincolnshire"), a New York-based private equity fund adviser, with breaching its fiduciary duty to two investment...more

Surge in FOIA Requests to State Agencies Seeking Information About PE and Other Alternative Investment Fund Sponsors

We have recently observed a surge in freedom-of-information (“FOIA”) requests made by media outlets to state pension funds and other state-government-affiliated investment entities. Although the requests have so far...more

SEC Charges Private Equity Fund Adviser with Misallocating Expenses between Portfolio Companies

The U.S. Securities and Exchange Commission (SEC or Commission) issued a cease and desist order on September 22, 2014 (Order) against private equity fund adviser Lincolnshire Management, Inc. (Lincolnshire). The Order alleged...more

Lincolnshire Pays $2.3 Million to Settle SEC Charges of Misallocation of Portfolio Company Expenses

On September 22, 2014, New York-based private equity firm Lincolnshire Management, Inc. (Lincolnshire) agreed to pay $2.3 million to settle Securities and Exchange Commission (SEC) allegations that Lincolnshire misallocated...more

Early Preview of 2015 SEC Exam Priorities

The SEC continues to set its sights on certain types of funds that it believes may present a higher risk of conflict of interest and confusion in the way they are designed and marketed. After signaling earlier this year that...more

Private Equity Fund Charged by SEC with Violation of the Pay-to-Play Rules for Investment Advisors

The Securities and Exchange Commission ("SEC") recently announced that it had charged TL Ventures, a Philadelphia-area private equity firm (the "Firm") with the first ever case involving a violation of the "pay-to-play...more

Private Equity: The Next Wave of SEC Enforcement Actions?

Ever since the Dodd-Frank Wall Street Reform and Consumer Protection Act required many investment advisers to private equity funds to register with the SEC for the first time, fund managers knew that additional scrutiny might...more

What Private Equity Fund Managers Need to Know About SEC Examinations

Prior to the passage of the Dodd-Frank Act, a private equity manager was exempt from federal regulation under the Investment Advisers Act of 1940 (the “Advisers Act”) so long as it managed fewer than 15 private equity funds....more

A Developing Trend: Heightened Scrutiny of Private Equity Fund Advisers

The Securities and Exchange Commission has recently increased its efforts in examining private equity fund advisers and the fees and expenses such advisers charge to portfolio companies on top of customary management fees....more

Investment Management Legal + Regulatory Update -- June 2014

In This Issue: - Regulation ..SEC Begins to Scrutinize Registrants’ Cybersecurity Practices ..SEC Staff Sets Boundaries for Adviser Testimonials in Social Media ..Chair White: SEC to Tackle High-Frequency...more

A Compilation of Enforcement and Non-Enforcement Actions

Concerns Noted During Private Equity Adviser Exams - Routine examinations by the SEC at advisory firms who manage the assets of private equity funds have uncovered some serious concerns about the way such advisers...more

ECCF

Recently, Craig Lewis, the Chief Economist and Director of the SEC’s Division of Economic and Risk Analysis, commented on the economic impact of various JOBS Act reforms, or the effects on “efficiency, competition, and...more

Key Provisions of the Volcker Rule Final Regulations for Non-US Banking Entities

The five US financial agencies (“Agencies”) have approved jointly prepared final regulations (“Final Rules”) to implement the prohibitions on engaging in proprietary trading and investment in or sponsorship of a private...more

Summary of the Volcker Rule

On December 10, 2013, the Board of Governors of the Federal Reserve System, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation, the Securities and Exchange Commission, and the Commodity...more

The Impact Of Rule 506(c) On Private Funds And Their Managers Who Are Legally Avoiding Full Registration As Commodity Pool...

The Jumpstart Our Business Startups Act (JOBS Act) directed the U.S. Securities and Exchange Commission (SEC) to eliminate the prohibition against general solicitation or general advertising in any offering of securities...more

SEC Charges Private Equity Fund Manager With Misleading Investors About Valuation And Performance

The SEC has charged a former portfolio manager at Oppenheimer & Co. with misleading investors about the valuation and performance of a fund consisting of other private equity funds. ...more

SEC Offers Custody Rule Relief to Venture Capital and Private Equity Funds

Following the adoption of the Dodd-Frank Act and amendments to the rules under the Investment Advisers Act of 1940 (the “Advisers Act”) adopted by the SEC, many previously unregistered managers to private funds, including...more

Operational Regulatory Risks Facing Private Equity Firms

If you work in the private equity world, you probably know that you are already exposed to a variety of regulatory risks and obligations that can have a significant impact on your firm’s operations and financial rate of...more

Reminder: Deadline for Form PF Annual Filers is April 30, 2013

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

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