On March 30, 2022, the SEC issued “Staff Bulletin: Standards of Conduct for Broker-Dealers and Investment Advisers Account Recommendations for Retail Investors” (SEC Retail Standards Bulletin). This guidance builds on prior...more
4/13/2022
/ Broker-Dealer ,
Conflicts of Interest ,
Department of Labor (DOL) ,
Fiduciary-Standards ,
Investment ,
Investment Adviser ,
Investors ,
IRA Rollovers ,
PTEs ,
Regulation Best Interest ,
Securities and Exchange Commission (SEC) ,
Standard of Conduct
The SEC Division of Examinations recently released its 2022 Division of Examinations “Priorities.” The 2022 Priorities provide critical insight into what the Division of Examinations (the “Division”) considers the most...more
4/1/2022
/ Broker-Dealer ,
Compliance ,
Cryptoassets ,
Data Security ,
Emerging Technologies ,
Environmental Social & Governance (ESG) ,
Investment Adviser ,
Private Funds ,
Regulation Best Interest ,
Retail Investors ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Supervision
The lack of specific guidance regarding failure to supervise liability for chief compliance officers (“CCOs”) has been a controversial and opaque topic that both FINRA and the SEC have struggled with for well over a decade....more
On February 14, 2022, the SEC announced charges against BlockFi Lending LLC – a New Jersey-based cryptocurrency lending platform – for failing to register its crypto lending product and violating the Investment Company Act of...more
The SEC’s disgorgement request in a litigated proceeding in federal district court is being challenged in the wake of the Supreme Court’s 2020 decision in Liu v. SEC, which limited how much the agency can seek in...more
Upcoming Changes to Rule 10b5-1:
The SEC is seeking to propose four key changes to executive stock trading plans under Rule 10b5-1 in October. Its Chairman, Gary Gensler, reported that the SEC is considering “freshen[ing]...more
7/2/2021
/ 10b5-1 Plans ,
Broker-Dealer ,
Compliance ,
EDGAR ,
Gary Gensler ,
Insider Trading ,
Investment Adviser ,
Market Manipulation ,
Proposed Amendments ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Trading Plans
As publicly reported late last week, the Securities and Exchange Commission’s Division of Enforcement (SEC) sent voluntary requests for information to a range of public companies and investment firms seeking voluntary...more
6/24/2021
/ Audits ,
Broker-Dealer ,
Cyber Attacks ,
Cybersecurity ,
Data Breach ,
Investment Adviser ,
Popular ,
Publicly-Traded Companies ,
Request For Information ,
Securities and Exchange Commission (SEC) ,
SolarWinds ,
Voluntary Disclosure
On Friday June 4, 2021, Securities and Exchange Commission Chair Gary Gensler removed the head of the Public Company Accounting Oversight Board (PCAOB), an independent agency created by the Sarbanes-Oxley Act of 2002 that is...more
Responding to a “concern” from Chief Compliance Officers (CCOs) to the purported increase in enforcement actions holding compliance personnel personally liable, the New York City Bar Association recently released a framework...more
Massachusetts’ Secretary of the Commonwealth, William Galvin, is taking on Robinhood for violating Massachusetts’ new fiduciary duty rule for broker-dealers. In December 2020, Galvin filed a 24-page regulatory complaint,...more
Ben Franklin once said “by failing to prepare, you prepare to fail.” Based on the SEC’s latest risk alert concerning broker-dealers’ anti-money laundering (AML) compliance (or lack thereof), some firms would be well served to...more
As the cannabis industry continues to evolve and generate capital raising and investment opportunities, the SEC Division of Enforcement will continue to closely keep watch and target the bad actors that new market...more
1/27/2021
/ Accounting ,
Bad Actors ,
Broker-Dealer ,
Cannabis-Related Businesses (CRBs) ,
Capital Raising ,
Compliance ,
Enforcement Actions ,
Futures ,
Insider Trading ,
Investors ,
Marijuana Related Businesses ,
Securities and Exchange Commission (SEC) ,
Supervision
Closing out 2020, the SEC’s Division of Examinations (OCIE) issued a Statement on Recent and Upcoming Regulation Best Interest Examinations. There the Division of Examinations announced its intention “to begin its next phase...more
On January 18, 2021, the incoming President’s Transition Team announced additional key administration post nominees, including Mr. Gary Gensler as SEC Chair. The announcement specifically provided the following regarding Mr....more
1/20/2021
/ Administrative Proceedings ,
Biden Administration ,
Broker-Dealer ,
Compliance ,
Hedge Funds ,
Insider Trading ,
Investment Adviser ,
New Legislation ,
Private Equity ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Supervision
The U.S. Securities and Exchange Commission (SEC) hosted a virtual roundtable in late October to discuss the Regulation Best Interest (Reg BI) and Form CRS. With a few months of observations from examinations since the June...more
What’s New, and Comings & Goings at the SEC -
What’s New: The SEC’s Office of Compliance Inspections and Examinations (“OCIE”) recently issued a Risk Alert titled “Select COVID-19 Compliance Risks and Considerations for...more
8/27/2020
/ Broker-Dealer ,
Business Continuity Plans ,
Compliance ,
Enforcement ,
Fees ,
Financial Transactions ,
Investment Fraud ,
Investors ,
OCIE ,
Risk Alert ,
Securities and Exchange Commission (SEC) ,
Supervision
A three-judge panel of the Second Circuit entertained arguments on June 2, 2020, in a lawsuit seeking to vacate and set aside the Securities and Exchange Commission’s (SEC’s) Regulation Best Interest (Reg BI). By way of...more
As we described several weeks ago, the SEC across the agency is going to be vigilant in its efforts to regulate, examine and enforce the federal securities laws regarding coronavirus/COVID-19. More recently, the SEC Division...more
On April 7, 2020, the Securities and Exchange Commission’s (SEC) Office of Compliance Inspections and Examinations (OCIE) issued a Risk Alert providing guidance for the SEC’s post June 30, 2020 examinations of firms’...more
In light of the significance of the final rules and Commission interpretations issued by the Securities and Exchange Commission (SEC) on June 5, 2019, our Best Interest Compliance Team issued a series of articles on the...more
The college football bowl season is upon us, NFL teams are jockeying for playoff seeding, and with the college basketball season underway fans of that game are looking longingly towards March for how their brackets may look...more
12/17/2019
/ Broker-Dealer ,
Gambling ,
Investment Contract ,
Investment Fraud ,
Investment Schemes ,
Investors ,
Ponzi Scheme ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Sports Betting ,
Unregistered Securities
It appears that the SEC has initiated a “sweep” examination to inquire into the sales practices applicable to retirement plans for teachers and state and local government employees. We understand that multiple SEC regional...more
11/7/2019
/ 403(b) Plans ,
457(b) Plans ,
Annuities ,
Broker-Dealer ,
Financial Services Industry ,
Investment Adviser ,
Military Service Members ,
NYDFS ,
Regulatory Standards ,
Retirement Plan ,
Securities and Exchange Commission (SEC) ,
Share Class Selection Disclosure Initiative (SCSD) ,
Teachers
The staff of the Securities and Exchange Commission’s (SEC) Division of Investment Management released frequently asked questions (FAQs) on October 18, 2019, which discuss certain compensation arrangements and related...more
10/30/2019
/ Broker-Dealer ,
Conflicts of Interest ,
Division of Investment Management ,
Duty of Loyalty ,
Fiduciary Duty ,
Form ADV ,
Investment Adviser ,
Mutual Funds ,
Revenue Sharing ,
Sale of Assets ,
Securities and Exchange Commission (SEC) ,
Share Class Selection Disclosure Initiative (SCSD)
In light of the significance of the final rules and commission interpretations issued by the Securities and Exchange Commission (SEC) on June 5, 2019, Drinker Biddle & Reath’s Best Interest Compliance Team is publishing a...more
On September 9, 2019, the states of New York, California, Connecticut, Delaware, Maine, New Mexico and Oregon, and the District of Columbia (collectively, the States) filed a complaint for declaratory and injunctive relief...more
9/11/2019
/ Arbitrary and Capricious ,
Broker-Dealer ,
Declaratory Relief ,
Dodd-Frank ,
Final Rules ,
Form CRS ,
Injunctive Relief ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Management ,
Investors ,
Regulation Best Interest ,
Regulation BI ,
Retail Investors ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Standard of Conduct ,
Statutory Authority