News & Analysis as of

Securities Mutual Funds

Harris Beach PLLC

Syndicated Loans are Not Securities, Court Rules

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In a win for banks and private credit lenders, the U.S. Court of Appeals, Second Circuit recently ruled a $1.8 billion leveraged loan was not a security. The United States syndicated loan market had been anxiously...more

Proskauer Rose LLP

Regulation of Custodial Practices Under the Investment Advisers Act of 1940 Rule 206(4)-2

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Regulation of Custodial Practices under the Investment Advisers Act of 1940 is a comprehensive outline summarizing SEC regulatory requirements for investment advisers that have custody of their client’s assets (or that want...more

Lowenstein Sandler LLP

Kirschner v. JPMorgan Chase Bank: Case Update

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In a previous post, we discussed Kirschner v. JPMorgan Chase Bank, an action in which the trustee of bankrupt Millennium Labs brought state law securities fraud claims on behalf of a group of “approximately 400 mutual funds,...more

Dechert LLP

IRS Releases Final Tax Regulations on Imputed Income from Subsidiaries and Other Controlled Foreign Corporations

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On March 18, 2019, the U.S. Department of the Treasury and the Internal Revenue Service issued final tax regulations for registered investment funds that are taxed as regulated investment companies (“RICs”) and that invest in...more

Skadden, Arps, Slate, Meagher & Flom LLP

Capital Markets Alert – Public Market Advocacy Groups Release Guidance

On April 27, 2018, the Securities Industry and Financial Markets Association (SIFMA), the U.S. Chamber of Commerce and Nasdaq, along with certain technology and biotechnology groups, released a policy paper titled “Expanding...more

Ballard Spahr LLP

Investment Management Update

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SEC Issues Guidance on Mutual Fund Fee Structure - The Securities and Exchange Commission’s (SEC) Division of Investment Management recently issued a guidance update addressing disclosure issues and certain procedural...more

Burr & Forman

FINRA’s 2017 Regulatory & Exam Priorities

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On January 4, new President and CEO Richard Cook issued FINRA’s Annual Regulatory and Examination Priorities Letter. This year’s list in summary is: New for 2017: Targeted electronic off-site reviews “on select...more

K2 Integrity

FinCEN’s Beneficial Ownership Rule and Increased AML Burden

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Compliance officers at financial institutions have made great strides in improving Know Your Customer (KYC) programs to focus on knowing their customers as a critical function in combating money laundering. As regulators...more

Cadwalader, Wickersham & Taft LLP

Further Guidance on the HSR Act Investment-Only Exemption for Seemingly “Passive” Investors Engaging with Management

Investors considering engaging with management should take note of a recent informal interpretation received from the FTC’s Premerger Notification Office (PNO) advising that certain seemingly “passive” behavior is...more

Carlton Fields

What’s Your Game Plan? Offensive or Defensive: Playing to Your Strengths [Expect Focus – October 2016]

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- AXA Prevails at First Post-Jones v. Harris Excessive Fee Trial - Potential Secondary Effects of Regulatory Examinations: Evidentiary Issues and Preclusion in Parallel Litigation - On The Horizon: Global...more

Ballard Spahr LLP

Investment Management Update

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Investment Adviser AXA Wins Excessive Fee Trial - A federal judge in New Jersey has ruled in favor of AXA Equitable Life Insurance Company (AXA Equitable) and its wholly owned subsidiary, AXA Equitable Funds Management...more

Carlton Fields

AXA Prevails at First Post-Jones v. Harris Excessive Fee Trial

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In its 2010 opinion in Jones v. Harris, L.P., the United States Supreme Court embraced the so-called Gartenberg standard for assessing an investment adviser’s fiduciary liability for excessive mutual fund fees under Section...more

Carlton Fields

SEC Seeks Fund Responses to Distribution-In-Guise Guidance

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Since at least March 2016, SEC examiners have reportedly been checking whether mutual fund firms are complying with the SEC staff’s recent guidance on “distribution-inguise.” The guidance suggests that fund boards,...more

Dechert LLP

Déjà Vu All Over Again – FINRA Takes Another Look at Mutual Fund Sales Charge Waivers

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The Financial Industry Regulatory Authority is once again taking a close look at member firm mutual fund sales practices and sales charge waivers (Mutual Fund Waiver Sweep) in the U.S. FINRA’s target exam letter seeks...more

Dorsey & Whitney LLP

This Week In Securities Litigation

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The Commission responded to critics of its administrative proceedings this week, proposing changes to the Rules of Practice which govern them. If adopted the new rules would modify the time period within which the actions...more

Carlton Fields

SEC Staff Ready to Recommend Variable Annuity Summary Prospectus

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William Kotapish, an Assistant Director in the SEC’s Division of Investment Management, recently stated that the SEC staff is prepared to recommend that the Commission adopt rules and forms authorizing a variable annuity...more

Foley & Lardner LLP

A Compilation of Enforcement and Non-Enforcement Actions

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SEC Looks to Step Up Oversight of the Fund Industry - At a recent conference, Mary Jo White, SEC chairman, announced that the SEC will look to increase its scrutiny of the mutual fund asset management segment to ensure...more

Blake, Cassels & Graydon LLP

Alberta Increases Access to Private Placements for Institutional Investors

By blanket order granted November 20, 2014, the Alberta Securities Commission (ASC) removed barriers to participation by institutional investors in private placements by foreign issuers by addressing three requirements that...more

Katten Muchin Rosenman LLP

Former Chief Operating Officer Settles SEC Fraud Claims

The Securities and Exchange Commission recently announced that Peter Jenson, the former chief operating officer of Harbinger Capital Partners LLC, agreed to pay a $200,000 civil penalty to resolve charges that he aided the...more

Burr & Forman

Closed End Funds

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The Financial Industry Regulatory Authority (“FINRA”) has, in recent months, increased its regulatory focus on investor awareness regarding closed-end funds (“CEFs”). In October of last year, FINRA issued an Investor Alert...more

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