Private Investment Funds

News & Analysis as of

California’s New Rule for Private Fund Advisers will Result in Significant New Requirements and Restrictions for Many California...

On August 27, 2012, the California Department of Corporations adopted a new Rule 206.204.9, which was intended to encourage capital investment in private investment funds by providing an exemption from investment adviser...more

Court Rules Private Fund Data Is Not A Public Record

Private equity and venture capital funds like public pension fund money but they don’t necessarily like the consequences of having the government as an investor. As noted in this post, this was illustrated by Superior Court...more

The Final Volcker Rule Begins to Emerge

We issued a client memorandum on December 9 listing the major topics to look for when the five financial regulatory agencies agreed to finalize the Volcker Rule, which generally prohibits banking organizations from engaging...more

COP 19 – Day 10 of the Conference

Introduction - The high-level ministerial discussions continued on Wednesday with a focus on trying to reach a consensus as to scaling up finance to the “magic number” of US$100 billion per year by 2020....more

A new test for the Pacto por México: energy reform – key points for energy companies

President Enrique Peña Nieto has submitted a sweeping Energy Reform Bill (ERB) to Mexico’s Congress. In his recent State of the Union Address, President Peña Nieto confirmed his commitment to move forward decisively with...more

SEC Staff Report Relating To The Use Of Data Collected From Form PF

The Dodd-Frank Act provided the SEC with new authority, and directed it to use this authority to require registered investment advisers to maintain records and file reports regarding the hedge funds, private equity funds and...more

Private Investment Funds May Be Liable for Portfolio Company's Underfunded Pension Liabilities under First Circuit Ruling

On July 24, 2013, the U.S. Court of Appeals for the First Circuit held that a private equity investment fund was engaged in a "trade or business" under the Employee Retirement Income Security Act of 1974, as amended (ERISA)...more

Private Investment Funds May Be Liable For Portfolio Company’s Underfunded Pension Liabilities Under First Circuit Ruling

On July 24, 2013, the U.S. Court of Appeals for the First Circuit ruled in Sun Capital Partners III, LP v. New England Teamsters and Trucking Industry Pension Fund (No. 12-2312, 2013 WL 3814984) that a private equity...more

SEC Eliminates Ban on General Solicitation in Private Offerings

On July 10, 2013, the SEC took the following actions that are likely to have a significant impact on hedge funds, private investment funds and other companies that raise capital through private offerings of securities...more

Update: Employer Responsibilities Under The Affordable Care Act

ON JULY 2 THE OBAMA ADMINISTRATION ANNOUNCED A ONE YEAR DELAY OF REQUIREMENTS FOR LARGE EMPLOYERS (50 OR MORE FULL-TIME EMPLOYEES) TO REPORT THE HEALTH CARE COVERAGE THEY OFFER THEIR EMPLOYEES, AS WELL AS PENALTIES FOR...more

Ropes & Gray’s Private Investment Fund Update: June 2013

Highlights - SEC Updates Form PF "Frequently Asked Questions" - The SEC recently released updated "Frequently Asked Questions" relating to Form PF that, among other things, clarified how Form PF filers should...more

Capital Infusion - May 2013: Policy Spotlight: Affordable Care Act

EMPLOYER RESPONSIBILITIES UNDER THE AFFORDABLE CARE ACT AND THE IMPACT on PRIVATE INVESTMENT FUNDS - Implementation of the Affordable Care Act (“ACA”) continues at an accelerated pace. Some of its most important...more

Capital Infusion: Private Equity Update - May 2013

In This Issue: - DIGGING DEEPER: A Guide to Health Care Regulatory Due Diligence in Private Equity Deals 1 - Policy Spotlight: Affordable Care Act 6 - Case Spotlight: Best Practices in Down-Round Financings &...more

Wall Street Sales Tax Reintroduced on Capitol Hill: Likely a Significant Impact on Private Investment Funds

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

AIFMD Implementation – What Should Non-EU Private Fund Advisers be doing?

The Alternative Investment Fund Managers Directive (“AIFMD”) has been in the public domain for over two years. However, various legal measures, both at European Union (“EU”) and at individual EU Member State (“Member State”)...more

New Freedoms & Heightened Scrutiny Complicate the US Private Fund Marketing Environment

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

Massachusetts Securities Division Sending Letters Requiring Documentation from MA Exempt Reporting Advisers

The Massachusetts Securities Division ("the Division") is currently sending letters to exempt reporting advisers in Massachusetts ("MA ERAs") who manage private funds which rely on the exclusion from the definition of...more

The North Carolina Qualified Business Tax Credit Program

Investors and businesses that are seeking to raise capital should be aware of North Carolina’s Qualified Business Tax Credit Program, which provides significant tax benefits to North Carolina taxpayers in connection with...more

UK Tax Law Changes May Affect Fund Industry

Recently proposed changes in UK law could affect private investment funds that operate or have partners, employees or investments in the UK. Many of the proposed changes are included in the draft Finance Bill 2013, which was...more

Final SBIR Rules Published

On December 27, 2012, the US Small Business Administration (SBA) published a final rule to amend regulations governing eligibility for the Small Business Innovation Research (SBIR) and Small Business Technology Transfer...more

New FINRA Rule 5123 Regarding Private Placements of Securities Effective December 3, 2012

In an effort to enhance oversight and investor protection over private placement activity of firms on behalf of other issuers, new Financial Industry Regulatory Authority, Inc. (FINRA) Rule 5123 became effective on December...more

Financial Regulatory Update - December 2012

This newsletter highlights some of the key financial regulatory measures affecting the UK and EU during the period from 1 August to 14 December 2012. In This Issue: - Regulation of Banks and Investment...more

The Family Pension Plan - An Innovative Strategy to Minimize the Impact of Tax Hikes

Overview - Most of us are about ready to fall off the Fiscal cliff. Is there an 11th hour idea that can make some impact in the taxpayer’s situation. The situation may be even worse for a W2 employee. The following idea...more

FINRA Rule Relating to Private Placements of Securities Effective December 3

In the September 14, 2012, edition of Corporate and Financial Weekly Digest, the firm published a summary of the Financial Industry Regulatory Authority’s Rule 5123 regarding private placement of securities...more

FINRA Releases FAQs On Private Placement Notice Filing Rule

On December 3, 2012, FINRA released a set of FAQs relating to new Rule 5123, which went into effect on December 3 and requires FINRA members to file with FINRA copies of the private placement memorandum, term sheet, or other...more

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