On July 12, 2023, the US Securities and Exchange Commission ("SEC") voted, by a 3-2 vote, to adopt money market fund reforms that will significantly impact the regulatory framework governing money market funds ("money funds"...more
7/20/2023
/ Final Rules ,
Financial Regulatory Reform ,
Investment Company Act of 1940 ,
Investment Funds ,
Liquidity ,
Liquidity Fees ,
Money Market Funds ,
NAV ,
Redemption Gates ,
Regulatory Reform ,
Securities and Exchange Commission (SEC) ,
Tax Exempt
The federal Office of Information and Regulatory Affairs recently published the SEC’s Spring 2023 “Reg Flex” agenda. Chairman Gary Gensler sets the SEC’s agenda, which identifies rules that the agency expects to consider over...more
On May 5, 2023, the U.S. Securities & Exchange Commission filed its first enforcement complaint under Rule 22e-4 of the Investment Company Act of 1940, 17 C.F.R. § 270.22e-4 (the Liquidity Rule). The complaint was brought...more
5/11/2023
/ Enforcement Actions ,
Investment Adviser ,
Investment Company Act of 1940 ,
Investment Funds ,
Liquidity ,
Liquidity Risk Management Rule ,
Open-Ended Fund Companies (OFCs) ,
Reporting Requirements ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Violations
The SEC continues its overhaul of cybersecurity, cyber incident reporting, and privacy controls and requirements for industry registrants, their services providers, and corporate America generally.
On March 15, 2023, the SEC...more
4/14/2023
/ Broker-Dealer ,
Compliance ,
Covered Entities ,
Cyber Incident Reporting ,
Cybersecurity ,
Data Disposal Protocols ,
Financial Industry Regulatory Authority (FINRA) ,
Incident Response Plans ,
Mutual Funds ,
Personal Information ,
Policies and Procedures ,
Proposed Rules ,
Registered Investment Advisors ,
Regulation S-P ,
Safeguards Rule ,
Securities and Exchange Commission (SEC) ,
Sensitive Personal Information
The SEC’s Fall 2022 “Reg Flex” agenda was recently published by the federal Office of Information and Regulatory Affairs (OIRA). Chair Gensler sets the agency’s agenda, which provides a glimpse into how the agency will...more
On November 2, 2022, the U.S. Securities and Exchange Commission (“SEC”), by a vote of 3-2, proposed amendments to rules under the Investment Company Act of 1940 that would modify the existing liquidity risk management...more
11/8/2022
/ Comment Period ,
Compliance Dates ,
Disclosure Requirements ,
ETFs ,
Investment Company Act of 1940 ,
Liquidity ,
Open-Ended Fund Companies (OFCs) ,
Proposed Amendments ,
Reporting Requirements ,
Risk Management ,
Rulemaking Process ,
Securities and Exchange Commission (SEC)
The state of Delaware recently amended the Delaware Statutory Trust Act to adopt a control share acquisition statute (the “Control Share Statute”) as an anti-takeover defense. Beginning on August 1, 2022, the effective date...more
On May 25, 2022, the U.S. Securities and Exchange Commission (the “SEC”) proposed a package of new rules to address and enhance investor disclosure practices, and related policies and procedures, regarding Environmental,...more
6/2/2022
/ Compliance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Form ADV ,
Investment Adviser ,
Investment Companies ,
Investment Funds ,
Policies and Procedures ,
Proposed Rules ,
Prospectus ,
Registered Investment Advisors ,
Registered Investment Companies (RICs) ,
Securities and Exchange Commission (SEC)
In This Issue. President Biden issued an executive order banning new investments in Russia in response to Russia’s continued war against Ukraine; the Federal Deposit Insurance Corporation (FDIC) issued a notification to all...more
4/15/2022
/ Biden Administration ,
Broker-Dealer ,
Cryptocurrency ,
Digital Assets ,
Executive Orders ,
FDIC ,
Fees ,
Financial Institutions ,
Financial Services Industry ,
Foreign Investment ,
Investment Adviser ,
Notification Requirements ,
Retail Investors ,
Russia ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Securities Transactions ,
Standard of Conduct
On December 15, 2021, the U.S. Securities and Exchange Commission (the “SEC”) voted, by a 3-2 vote, to propose money market fund reforms that would significantly impact the regulatory framework governing money market funds...more
12/22/2021
/ Comment Period ,
Financial Regulatory Reform ,
Form N-MFP ,
Investment Company Act of 1940 ,
Liquidity ,
Liquidity Fees ,
Money Market Funds ,
Proposed Amendments ,
Public Comment ,
Redemption Gates ,
Reporting Requirements ,
Rule 2a-7 ,
Securities and Exchange Commission (SEC) ,
Swing Pricing
On December 15, the SEC voted to propose reforms that would significantly affect the regulatory framework governing money market funds (MMFs). According to the SEC, the proposed reforms are designed to improve the resiliency...more
The staff of the U.S. Securities and Exchange Commission’s (“SEC”) Division of Examinations (the “Division”) recently published a risk alert spotlighting observations from its “RIC Initiatives” — 200+ examinations of mutual...more
11/2/2021
/ Books & Records ,
Compliance ,
Conflicts of Interest ,
Disclosure Requirements ,
ETFs ,
Internal Controls ,
Investment Adviser ,
Investment Portfolios ,
Investors ,
Mutual Funds ,
Policies and Procedures ,
Portfolio Managers ,
Recordkeeping Requirements ,
Registered Investment Companies (RICs) ,
Risk Alert ,
Securities and Exchange Commission (SEC)
In this Issue. The Consumer Financial Protection Bureau (CFPB) issued a statement announcing its intention to revisit Trump-era qualified mortgage (QM) final rules; the Biden Administration announced changes to the Small...more
2/26/2021
/ Banking Sector ,
Biden Administration ,
Board of Governors ,
Close-Ended Funds ,
Consumer Financial Products ,
Consumer Financial Protection Bureau (CFPB) ,
Credit Rating Agencies ,
Current Expected Credit Losses (CECL) ,
Deposit Insurance ,
Disclosure Requirements ,
Exclusions ,
Fair Value Standard ,
FDIC ,
Federal Reserve ,
Final Rules ,
Financial Institutions ,
Financial Services Industry ,
Good Faith ,
Initial Public Offering (IPO) ,
Internal Controls ,
Mortgage Lenders ,
Mortgages ,
No-Action Letters ,
Paycheck Protection Program (PPP) ,
Proxy Materials ,
Qualified Mortgage Rule ,
SBA ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals ,
Special Purpose Acquisition Companies (SPACs)
On December 3, 2020, the U.S. Securities and Exchange Commission (the “SEC”) voted to adopt new Rule 2a-5 (the “Fair Value Rule”) under the Investment Company Act of 1940 (the “1940 Act”), which addresses the valuation...more
2/18/2021
/ Business Development Companies ,
Fair Valuation ,
Fair Value Standard ,
Good Faith ,
Investment Adviser ,
Investment Companies ,
Investment Company Act of 1940 ,
Investment Funds ,
Investment Management ,
New Rules ,
Recordkeeping Requirements ,
Reporting Requirements ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
On April 21, 2020, the U.S. Securities and Exchange Commission (the “SEC”) voted to propose new Rule 2a-5 (the “Proposed Rule”) under the Investment Company Act of 1940 (the “1940 Act”) that, if adopted, would establish a...more
4/30/2020
/ Board of Directors ,
Business Development Companies ,
Comment Period ,
Fair Value Standard ,
Good Faith ,
Investment Adviser ,
Investment Companies ,
Investment Company Act of 1940 ,
Investment Management ,
Proposed Rules ,
Public Comment ,
Securities and Exchange Commission (SEC) ,
Valuation
In This Issue. The U.S. Securities and Exchange Commission (SEC) proposed a new rule that would establish a revised framework for the fair value determination for purposes of the Investment Company Act of 1940 and have...more
4/30/2020
/ Banking Sector ,
Best Practices ,
Board of Directors ,
Borrowers ,
Class Action ,
Consumer Financial Protection Bureau (CFPB) ,
Contact Tracing ,
Coronavirus/COVID-19 ,
Cybersecurity ,
Enforcement Actions ,
Eviction ,
Fair Access to Credit ,
Fair Lending ,
Fair Valuation ,
Federal Reserve ,
FHFA ,
FHLB ,
Financial Institutions ,
Financial Services Industry ,
Foreclosure ,
Government Investigations ,
Investment Companies ,
Investment Company Act of 1940 ,
Lenders ,
Mortgage Servicers ,
New Guidance ,
Paycheck Protection Program (PPP) ,
Proposed Rules ,
SBA ,
Securities and Exchange Commission (SEC) ,
Small Business ,
Small Business Loans
In This Issue. Federal and state regulators continued to take action in the wake of the ongoing global outbreak of the coronavirus (COVID-19). As discussed in several Goodwin client alerts, Congress passed, and the President...more
4/6/2020
/ Banking Sector ,
CARES Act ,
Consumer Financial Protection Bureau (CFPB) ,
Coronavirus/COVID-19 ,
Data Collection ,
Enforcement Actions ,
Executive Orders ,
Federal Reserve ,
Financial Services Industry ,
Financial Stimulus ,
Governor Baker ,
Paycheck Protection Program (PPP) ,
Public Health ,
Publicly-Traded Companies ,
Relief Measures ,
Remote Working ,
SBA ,
Shareholder Meetings ,
U.S. Treasury ,
Virtual Meetings
In This Issue. In response to the ongoing global outbreak of the coronavirus (COVID-19), federal financial regulators continue to take aggressive actions to promote stability to the financial markets. The Board of Governors...more
3/27/2020
/ Banking Sector ,
Coronavirus/COVID-19 ,
Enforcement Actions ,
Federal Reserve ,
Financial Institutions ,
Financial Regulatory Agencies ,
Financial Services Industry ,
Investment Companies ,
Investment Management ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC)
Editor's Note -
When will the government shutdown end? The government shutdown has forced many federal agencies, including those mentioned in the articles below, to operate in accordance with the agency's emergency plan for...more
1/10/2019
/ BSA/AML ,
Consumer Financial Protection Bureau (CFPB) ,
Consumer Protection Act ,
FDIC ,
Financial Services Industry ,
HMDA ,
Interest Rates ,
OCC ,
OCIE ,
Popular ,
Securities and Exchange Commission (SEC) ,
Stress Tests
Editor's Note -
OCC to Accept FinTech Charters; Treasury Endorses “Regulatory Sandbox” to Encourage Financial Innovation. The Office of the Comptroller of the Currency (OCC) announced on July 31 that it would begin...more
Editor's Note -
Third Circuit Affirms AXA Section 36(b) Decision. On July 10, the U.S. Court of Appeals for the Third Circuit affirmed the district court’s decision in favor of the investment adviser in the Sivolella v....more
The U.S. Securities and Exchange Commission and its staff recently have taken a series of regulatory actions regarding the implementation of the new liquidity rule, including (1) a proposal to amend certain reporting and...more
As a result of upcoming increases in securities registration fee rates applicable to mutual funds, funds with fiscal year ends of July or August and net sales should consider accelerating their annual Rule 24f-2 filings....more
On October 13, 2016, the U.S. Securities and Exchange Commission (Commission) unanimously adopted regulatory changes that require open-end funds, including traditional mutual funds and exchange-traded funds, to establish...more
11/17/2016
/ EFTs ,
Exchange-Traded Products ,
Form N-CEN ,
Investment Company Act of 1940 ,
Liquidity ,
Mutual Funds ,
Open-Ended Fund Companies (OFCs) ,
Recordkeeping Requirements ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Swing Pricing
On October 13, 2016, the U.S. Securities and Exchange Commission (SEC) unanimously adopted regulatory changes that require open-end funds, including mutual funds and exchange-traded funds (ETFs), to establish liquidity risk...more
10/17/2016
/ Compliance Dates ,
Disclosure Requirements ,
ETFs ,
Form N-CEN ,
Form N-PORT ,
Investment ,
Investment Company Act of 1940 ,
Liquidity ,
Liquidity Risk Management Rule ,
Mutual Funds ,
Open-Ended Fund Companies (OFCs) ,
Risk Management ,
Rule 22e-4 ,
Securities and Exchange Commission (SEC) ,
Swing Pricing