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SEC Staff No-Action Letter Allows Issuers to Rely on High Minimum Investment Amounts to Verify Purchasers in Rule 506(c) Offerings

On March 12, 2025, the staff of the Securities and Exchange Commission (“SEC”) issued no-action guidance providing that certain minimum investment amounts, along with certain written representations from the purchaser, could...more

Third Set of Form PF Amendments Take Effect on June 12, 2025

On February 8, 2024, the SEC adopted its third set of amendments to Form PF, the confidential reporting form for certain SEC-registered investment advisers to private funds. The amendments specifically affect Sections 1 and 2...more

Fifth Circuit Vacates Private Fund Adviser Rules

In a 3-0 decision, the Fifth Circuit Court of Appeals vacated the SEC’s private fund adviser rules (“Final Rule”). Each component of the Final Rule was vacated, including the Private Fund Audit Rule, Private Fund Quarterly...more

SEC Adopts New Private Fund Adviser Rules

A divided SEC adopted numerous reforms for private fund managers on August 23, 2023. These reforms represent the largest regulatory change for private fund managers since Dodd-Frank. The SEC’s stated purpose is to bring...more

SEC Proposes Modernizing Adviser Advertising and Cash Solicitation Rules

On November 4, 2019, the U.S. Securities and Exchange Commission (SEC) proposed significant amendments to the rules under the Investment Advisers Act of 1940 (Advisers Act) governing investment adviser advertisements and...more

Annual Compliance Obligation Reminders

Investment advisers registered with the U.S. Securities and Exchange Commission (“SEC”) or with a state (“Advisers”) as well as commodity pool operators (“CPOs”) and commodity trading advisors (“CTAs”) registered with the...more

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