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Securities and Exchange Commission (SEC) Documentation

Foley & Lardner LLP

Unlocking the Power of Equity-Based Incentive Compensation: Basics of Nonqualified Stock Options and Stock-Settled Stock...

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This article is the second in our series on equity-based compensation intended to assist employers with answering a common question: What type of equity compensation award is best for our company and our employees?...more

ArentFox Schiff

New SEC Guidance on Marketing Rule: Ensuring Compliance in Advertisement and Marketing Material for Investment Advisors 2024

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The US Securities and Exchange Commission (SEC) recently released two new sources of guidance for the Marketing Rule. On February 26, the SEC Division of Investment Management released an FAQ clarifying how to include gross...more

ArentFox Schiff

SEC and FinCEN Propose New Rule: Mandatory Customer Verification for Investment Advisers in 2024

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On May 13, the US Securities and Exchange Commission (SEC) and the US Department of the Treasury’s (USDT) Financial Crimes Enforcement Network (FinCEN) jointly released a notice of proposed rulemaking (NPRM) which, if...more

Guidepost Solutions LLC

Artificial Intelligence Governance – First, Build On What You Have

As artificial intelligence (AI) continues to advance rapidly, organizations of all types are seeking to deploy this powerful tool to increase the effectiveness and efficiency of their operations, improve service to their...more

Seward & Kissel LLP

SEC Amends Regulation S-P to Require Data Breach Notifications and Additional Written Policies

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On May 16, 2024, the SEC amended Regulation S-P to impose new data privacy and security requirements on broker-dealers, registered investment advisers, investment companies (whether or not they are registered with the SEC),...more

NAVEX

The Ethics and Compliance Challenges of Noncompete Bans

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The U.S. Federal Trade Commission sent shockwaves through the corporate world in April when the agency imposed a ban on noncompete agreements – and like any good shockwave, this new rule will reverberate through the ethics...more

Paul Hastings LLP

SEC Department of Examinations Issues Risk Alert on Marketing Rule Deficiencies

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Last week, the Securities and Exchange Commission’s Division of Examinations (“DOE”) issued a Risk Alert (the “Alert”) entitled “Initial Observations Regarding Advisers Act Marketing Rule Compliance.” The Alert describes...more

DarrowEverett LLP

How SEC’s Private Fund Rules Will Affect Use of Side Letters

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Recent client alerts have provided an overview of the new “private fund rules” adopted in late August by the U.S. Securities and Exchange Commission (SEC). These rules apply, subject to limited exceptions and carveouts, to...more

Dechert LLP

The SEC’s Private Fund Adviser Rules: Exploring The Critical Questions

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The Securities and Exchange Commission adopted new and amended rules under the Investment Advisers Act of 1940 (“Final Rules”) in August 2023 that will impose a broad set of new reporting, disclosure and other obligations on...more

StoneTurn

ESG is a Four Act Play and Intermission is About to End

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As socially responsible investing has gone mainstream, regulators in Europe and the United States have stepped in and are now formalizing rules around disclosures pertaining to Environment, Social and Governance (“ESG”)...more

Paul Hastings LLP

Investment Funds & Private Capital Market Insights: SEC Adopts Scaled-Back Version of Private Fund Rules (Part 2 of 2)

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Part 2 of the Paul Hastings’ Investment Funds and Private Capital team’s review of the new Private Fund Rules explores the new rules in-depth, and provides additional perspective on market practices that may evolve in...more

Jackson Walker

SEC Adopts Sweeping New Private Fund Adviser Rules

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On August 23, 2023, the U.S. Securities and Exchange Commission (“SEC”), by a party-line vote of 3-2, adopted new rules applicable to investment advisers to private funds (“Private Fund Advisers”) that address transparency,...more

Bradley Arant Boult Cummings LLP

Subpoena Responses for Financial Institutions

Financial services companies, such as banks, credit unions, lenders, finance companies, loan servicers, broker-dealers, and securities firms, often receive subpoenas from parties in litigation involving their customers,...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Fall 2022

The proliferation of U.S. sanctions and other regulations affecting cross-border transactions has implications for directors, who may be personally liable for violations in some cases. Meanwhile, the Securities and Exchange...more

ArentFox Schiff

Overlooked Issues for LIBOR Transition: Board Governance and Disclosure Requirements

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The focus on quantifying LIBOR exposure and related disclosure requirements may be a ‘red herring.’ The real issues are (i) whether the LIBOR transition is merely an excuse to change the effective interest rates of financial...more

Vinson & Elkins LLP

What’s In A Name? The SEC Notes A Lack Of Consistency In ESG Treatment Across Investments And Funds

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On April 9, the Division of Examinations issued a Risk Alert to highlight observations from its recent exams of investment advisers, registered investment companies, and private funds offering ESG products and services. The...more

Faegre Drinker Biddle & Reath LLP

SEC Enforcement Restores Subpoena Power

The U.S. Securities and Exchange Commission (SEC) has restored the authority of senior Division of Enforcement (Enforcement) officials to initiate investigations, which had been revoked during the Trump administration. On...more

UB Greensfelder LLP

SEC Settlement Proves That When CCOs Spot A Problem, Silence Is Not Golden

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A long time ago, long before there existed any whistleblower statutes, I had a client – a CCO of a broker-dealer – who discovered some pretty funky trading at his firm. As he tells the story, when he went to see his boss (who...more

Fenwick & West LLP

Using Electronic Signatures in SEC Filings: Initial Practical Advice for Companies

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On November 17, 2020, the U.S. Securities and Exchange Commission issued a release adopting rule amendments to permit the use of electronic signatures in connection with electronic filings on EDGAR that are required to be...more

UB Greensfelder LLP

The Trouble With Texts

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Having completed my Enforcement hearing conducted by Zoom – more about that in an upcoming post – I can finally turn my attention back to some matters that arose while I was busy. One that stood out for the sheer (and...more

Perkins Coie

Rare DOJ Opinion Offers Anti-Bribery Lessons for Transactions Involving Foreign Government-Owned Assets

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The U.S. Department of Justice (DOJ) has issued an opinion letter (catalogued as FCPA Opinion No. 20-01) stating that it does not intend to take enforcement action under the Foreign Corrupt Practices Act (FCPA) against a...more

Thomas Fox - Compliance Evangelist

Day 5 of One Month to Better Investigations and Reporting-the Board’s Investigation Protocol

Many companies have an investigation protocol in place when a potential Foreign Corruption Practices Act (FCPA) or other legal issue arises? However, many Boards of Directors do not have the same rigor when it comes to an...more

The Volkov Law Group

The Only Thing You Have to Fear . . . Is No Documentation

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Compliance is a profession that requires multi-tasking – another profound grasp of the obvious. But in the multi-tasking world, some principles and strategies are more important than others. My colleague and...more

Proskauer - Corporate Defense and Disputes

SEC Sanctions Hedge Fund Advisory Firm For Improper Valuations of Illiquid Securities

Returning to an enforcement priority repeatedly articulated over the years, the SEC recently imposed sanctions on a registered investment advisory firm and two principals arising out of an alleged scheme to inflate the...more

JD Supra Perspectives

What's the One Thing Missing From Your Corporate Compliance Program?

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What's the one thing missing from most corporate compliance programs? For a legal perspective, that's the question we put to corporate attorneys writing on JD Supra, asking each to commit to just one essential element...more

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