As promised, FinCEN has adopted its interim final rule and narrowed the filing requirements for Beneficial Ownership Information (“BOI”) reporting under the Corporate Transparency Act (“CTA”). This rule exempts U.S. entities...more
4/8/2025
/ Beneficial Owner ,
Business Entities ,
Corporate Governance ,
Corporate Transparency Act ,
Disclosure Requirements ,
Domestic Corporations ,
Filing Deadlines ,
FinCEN ,
Foreign Corporations ,
Reporting Requirements ,
U.S. Treasury
FinCEN and the Department of the Treasury both provided updates this week regarding the Corporate Transparency Act....more
Beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA) are now back in effect. As a result, all entities subject to the CTA are once again obligated to file BOI reports with...more
On January 23, 2025, the United States Supreme Court granted the government’s application for stay of a recent district court’s preliminary injunction of the enforcement of the Corporate Transparency Act (CTA)....more
Late on December 26, 2024, a panel of the Fifth Circuit ordered the injunction back into effect. Timing is uncertain for any oral arguments or other court rulings....more
12/31/2024
/ Appeals ,
Beneficial Owner ,
Business Entities ,
Compliance ,
Corporate Transparency Act ,
Filing Deadlines ,
Filing Requirements ,
FinCEN ,
Preliminary Injunctions ,
Reporting Requirements ,
Stays ,
Time Extensions
This is still a developing matter. On December 23, 2024, the Fifth Circuit issued an order that has the effect of reinstating FinCEN’s ability to enforce the CTA and the looming December 31 deadline to file reports for any...more
After our December 23 News Alert, FinCEN announced an extension for all filings due by 12/31/2024 for entities formed prior to January 1, 2024. Such subject entities now must file no later than January 13, 2025....more
12/30/2024
/ Appeals ,
Beneficial Owner ,
Business Entities ,
Compliance ,
Corporate Transparency Act ,
Filing Deadlines ,
Filing Requirements ,
FinCEN ,
Injunctions ,
Preliminary Injunctions ,
Reporting Requirements ,
Stays ,
Time Extensions
On December 3, 2024, the U.S. District Court for the Eastern District of Texas entered a preliminary injunction suspending enforcement of the Corporate Transparency Act (CTA) and its implementation of regulations nationwide....more
On January 1, 2024, the new reporting requirements under the Corporate Transparency Act (the “CTA”) took effect in the United States. The CTA, aimed at increasing corporate transparency and combating financial crimes,...more
The U.S. Department of Labor’s (the “DOL”) amendment to the qualified professional asset manager (“QPAM”) prohibited transaction class exemption 84-14 (the “Exemption”) went into effect on June 17, 2024. Current QPAMs must...more
On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities...more
On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities...more
On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities...more
On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities...more
Last week, the U.S. Securities and Exchange Commission brought five insider-trading cases against a slew of individuals. The U.S. Attorney’s Office for the Southern District of New York also announced parallel criminal...more
Recent Enforcement Action -
The requirement that financial firms preserve books and records is nothing new. But how do such firms keep track of employees’ communications on applications like Signal or WhatsApp? Those...more
On February 9, 2022, the Securities and Exchange Commission (SEC) proposed new rules and amendments under the Investment Advisers Act of 1940 (Advisers Act) to enhance the regulation of private fund advisers. The proposed new...more
On August 16, 2021, the financial thresholds specified in the definition of “qualified client” under Rule 205‑3 of the Investment Advisers Act of 1940 (“Advisers Act”) will increase (i) from $1 million to $1.1 million (assets...more
On April 1, 2021, the Texas State Securities Board (TSSB) announced the entry of a Consent Order against an SEC registered investment adviser named Independent Financial Group, LLC (“Independent”). The TSSB’s action may...more
As we discussed in our recent post “What to Expect from the SEC Under the Biden Administration,” market participants can expect a more vigorous SEC enforcement program under the new administration. President Biden’s nominee...more
3/11/2021
/ Asset Valuations ,
Biden Administration ,
Conflicts of Interest ,
Disclosure Requirements ,
Enforcement Actions ,
Environmental Social & Governance (ESG) ,
Fees ,
Fund Managers ,
General Solicitation ,
Investment Adviser ,
Personal Information ,
Securities and Exchange Commission (SEC) ,
Transparency
The Securities and Exchange Commission (the “SEC”) recently adopted amendments to the definition of “accredited investor,” which will permit a wider range of investors to participate in certain private offerings. The amended...more
11/12/2020
/ Accredited Investors ,
Family Offices ,
Investment Advisers Act of 1940 ,
Investors ,
Knowledgeable Employee ,
Limited Liability Company (LLC) ,
Private Offerings ,
Qualified Institutional Buyers ,
Regulation D ,
Rule 501(a) ,
Rural Business Investment Companies (RBICs) ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC)
On July 10, 2020, the Securities and Exchange Commission (“SEC”) announced that it has proposed to amend Rule 13F-1 and Form 13F to raise the reporting threshold for institutional investment managers from $100 million to $3.5...more
On June 23, 2020, the Office of Compliance Inspections and Examinations (“OCIE”) issued a risk alert providing an overview of certain compliance issues observed by the OCIE in examinations of registered investment advisers...more
On May 22, 2020, the Securities and Exchange Commission (the “SEC”) initiated and settled cease-and-desist proceedings against a private fund sponsor that allegedly failed to timely deliver audited financial statements to the...more
On April 27, 2020, the Division of Investment Management (the “Division”) of the Securities and Exchange Commission (the “SEC”) posted a question and answer on its Coronavirus (COVID-19) Response FAQs web page which provides...more