In this issue, we cover regulatory developments from the fourth quarter of 2023 impacting the investment management sector, including the use of shareholder rights plans as an alternative to state control share statutes....more
2/21/2024
/ Bitcoin ,
Closed-End Funds ,
Compliance Dates ,
Controlling Stockholders ,
Corporate Governance ,
Disclosure Requirements ,
Disgorgement ,
Exchange-Traded Products ,
Financial Industry Regulatory Authority (FINRA) ,
Investment Company Act of 1940 ,
Investment Management ,
Regulatory Oversight ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Securities Regulation ,
Settlement Agreements ,
Shareholders ,
Stock Repurchases ,
Voting Rights
On January 24, 2024, the Securities and Exchange Commission (SEC) adopted final rules that impose significant additional procedural and disclosure requirements on initial public offerings (IPOs) by special purpose acquisition...more
1/30/2024
/ Acquisitions ,
Board of Directors ,
Capital Markets ,
Initial Public Offering (IPO) ,
Investment Advisers Act of 1940 ,
Mergers ,
PSLRA ,
Publicly-Traded Companies ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
Shell Corporations ,
Special Purpose Acquisition Companies (SPACs)
On December 5, 2023, the U.S. District Court for the Southern District of New York (SDNY) granted summary judgment in favor of a group of plaintiffs led by Saba Capital Management, L.P. in its case challenging a number of...more
...SEC Adopts Amendments to Fund Names Rule -
On September 20, 2023, the U.S. Securities and Exchange Commission (SEC) adopted amendments to Rule 35d-1 under the Investment Company Act of 1940 (the Fund Names Rule) as well...more
11/16/2023
/ Anti-Money Laundering ,
Beneficial Owner ,
Broker-Dealer ,
Business Development ,
Compliance ,
Conflicts of Interest ,
Cryptoassets ,
Cybersecurity ,
Deadlines ,
Disclosure Requirements ,
Enforcement Actions ,
Environmental Social & Governance (ESG) ,
Financial Industry Regulatory Authority (FINRA) ,
FinTech ,
Form N-PORT ,
Investment ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Company Act of 1940 ,
Misrepresentation ,
Mobile Devices ,
Mutual Funds ,
New Amendments ,
Policies and Procedures ,
Popular ,
Private Funds ,
Proposed Rules ,
Recordkeeping Requirements ,
Reporting Requirements ,
Risk Alert ,
Schedule 13D ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Securities Violations ,
Transfer Agents ,
Wall Street
Closed-End Fund Activism Update -
Activist investors continue to take large positions in closed-end funds and engage in disruptive activity that may be harmful to long-term shareholders of retail closed-end funds. This...more
8/8/2023
/ Board of Directors ,
Broker-Dealer ,
Closed-End Funds ,
Compliance ,
Corporate Governance ,
Cryptoassets ,
Disclosure Requirements ,
Enforcement Actions ,
Investment Adviser ,
Libor ,
Liquidity Risk Management Rule ,
Marketing ,
Regulation Best Interest ,
Regulatory Agenda ,
Required Forms ,
Securities and Exchange Commission (SEC) ,
Shareholder Activism
SEC Rules and Amendments -
Liquidity Rule Amendments: Interval Funds to the Rescue?
On November 2, 2022, the Securities and Exchange Commission (SEC) voted to propose significant amendments to Rule 22e-4 under the...more
4/14/2023
/ Broker-Dealer ,
Comment Period ,
Consumer Financial Protection Bureau (CFPB) ,
Custody Rule ,
Customer Information ,
Cybersecurity ,
Investment Adviser ,
Investment Funds ,
Investment Management ,
Investors ,
Popular ,
Proposed Amendments ,
Proposed Regulation ,
Registered Investment Advisors ,
Risk Management ,
Securities and Exchange Commission (SEC)
In this issue, we cover regulatory developments impacting the investment management sector, including updates on closed-end fund activism and various new and revised SEC rules....more
3/1/2023
/ Activist Investors ,
Advertising ,
Bylaws ,
Corporate Governance ,
Disclosure Requirements ,
Enforcement ,
Executive Compensation ,
Investment ,
Investment Adviser ,
Liquidity Management ,
Open-Ended Fund Companies (OFCs) ,
Outsourcing ,
Popular ,
Proposed Regulation ,
Proposed Rules ,
Proxy Voting ,
Regulatory Agenda ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
In this issue, we cover regulatory developments impacting the investment management sector, including the Securities and Exchange Commission’s (SEC’s) focus on the annual 15(c) advisory contract approval process for fund...more
The investment management industry faces a range of proposed new SEC regulations, including ESG and fund name rules, and the agency is seeking comments that could lead to other new rules. Also, a reminder of approaching...more
On July 27, 2022, Delaware Gov. John Carney signed into law amendments to the Delaware Statutory Trust Act (DSTA). These amendments include the addition of new Subchapter III — Control Beneficial Interest Acquisitions...more
On May 5, 2022, Senate Bill 284 was introduced in the Delaware General Assembly proposing amendments to the Delaware Statutory Trust Act (DSTA).1 These amendments include the addition of new Subchapter III — Control...more
In this issue, we cover regulatory developments impacting the investment management sector, including updates on closed-end fund activism; new SEC proposals; and the impact of Russia sanctions on disclosure obligations and...more
In this issue, we cover regulatory developments impacting the investment management sector, including proposed legislation supported by the Investment Company Institute to address challenges for closed-end funds; the...more
12/9/2021
/ Business Development Companies ,
Closed-End Funds ,
Corporate Governance ,
Disclosure Requirements ,
Investment Adviser ,
Investment Management ,
Proxy Advisory Firms ,
Proxy Season ,
Registered Investment Companies (RICs) ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals
In this issue, we cover regulatory developments impacting the investment management sector, including updates on activism activity during the 2021 proxy season, as well as the status of multiple SEC and NYSE proposals,...more
In this issue, we provide a summary retrospective of regulatory, litigation and industry developments impacting the investment management sector during the second half of 2020, including SEC guidance and exemptive orders...more
1/5/2021
/ Broker-Dealer ,
Closed-End Funds ,
Coronavirus/COVID-19 ,
Cybersecurity ,
Division of Trading and Markets ,
Executive Orders ,
Investment Adviser ,
Investment Company Act of 1940 ,
Investment Management ,
New Rules ,
No-Action Relief ,
OCIE ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Virtual Meetings
The Increasing Investor Opportunities Act (IIOA), introduced on November 19, 2020, by U.S. Representative Anthony Gonzalez (R-OH), aims to expand closed-end fund participation in private funds. The IIOA, among other things,...more
12/7/2020
/ Business Development Companies ,
Capital Markets ,
Closed-End Funds ,
Division of Investment Management ,
Investment ,
Investment Company Act of 1940 ,
Investment Funds ,
Private Funds ,
Private Offerings ,
Retail Investors ,
Rule 12d1-4 ,
Securities and Exchange Commission (SEC)
On November 19, 2020, U.S. Representative Anthony Gonzalez (R-OH) introduced the Increasing Investor Opportunities Act (IIOA). The IIOA, among other things, would require private funds to comply with the 10% limitation on...more
12/3/2020
/ Closed-End Funds ,
Fund Managers ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Companies ,
Investment Funds ,
Private Equity ,
Private Equity Funds ,
Rule 12d1-4 ,
Securities and Exchange Commission (SEC) ,
Undue Influence Claims
On October 7, 2020, the Securities and Exchange Commission (SEC) adopted Rule 12d1-4 (Final Rule or Rule 12d1-4) under the Investment Company Act of 1940 (1940 Act) in an effort to streamline and enhance the regulatory...more
11/6/2020
/ Closed-End Funds ,
Exemptive Orders ,
Final Rules ,
Form N-CEN ,
Fund of Funds ,
Investment Adviser ,
Investment Company Act of 1940 ,
Investment Funds ,
Investment Management ,
New Rules ,
Rule 12d1-4 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation ,
Voting Requirements
On September 23, 2020, the Securities and Exchange Commission (SEC) adopted amendments to the procedural requirements and resubmission thresholds relating to shareholder proposals submitted for inclusion in fund proxy...more
On May 27, 2020, the staff of the Division of Investment Management (Staff) of the Securities and Exchange Commission (SEC) issued a statement regarding the intersection between state control share acquisition statutes...more
On April 8, 2020, the Securities and Exchange Commission (SEC) voted to adopt a series of rule and form amendments that are intended to modernize the registration, communication and offering processes for business development...more
4/22/2020
/ Business Development Companies ,
Closed-End Funds ,
Final Rules ,
Form 8-K ,
Incorporation by Reference ,
Investment Companies ,
Prospectus ,
Public Offerings ,
Regulatory Reform ,
Rule 486(b) ,
Securities and Exchange Commission (SEC) ,
Short-Form Registration
The U.S. Securities and Exchange Commission (SEC) has issued an order intended to facilitate the ability of business development companies (BDCs) to borrow under their existing credit agreements and issue new debt and...more
In recent weeks, the U.S. Securities and Exchange Commission (SEC) and market participants have dealt with the current and potential impact of the novel coronavirus COVID-19 pandemic. To help market participants remain in...more
4/10/2020
/ Board Meetings ,
Business Development Companies ,
Closed-End Funds ,
Coronavirus/COVID-19 ,
Exemptions ,
Filing Requirements ,
Liquidity ,
Listing Rules ,
NYSE ,
Open-Ended Fund Companies (OFCs) ,
Prospectus ,
Proxy Statements ,
Publicly-Traded Companies ,
Registered Funds ,
Regulatory Requirements ,
Relief Measures ,
Securities and Exchange Commission (SEC) ,
Shareholder Meetings ,
Trusts ,
Virtual Meetings
In response to the ongoing market turmoil created by the coronavirus/COVID-19 pandemic, the Federal Reserve has established a number of market stability and liquidity programs, many of which may be of interest to funds (both...more
4/8/2020
/ Business Development Companies ,
Commercial Paper Funding Facility (CPFF) ,
Coronavirus/COVID-19 ,
Economic Stimulus ,
Federal Loans ,
Federal Reserve ,
Liquidity ,
Money Market Funds ,
Money Market Mutual Fund Liquidity Facility (MMLF) ,
Mutual Funds ,
Primary Dealer Credit Facility (PDCF) ,
Primary Market Corporate Credit Facility (PMCCF) ,
Private Funds ,
Registered Investment Companies (RICs) ,
Secondary Market Corporate Credit Facility (SMCCF) ,
Term Asset-Backed Securities Loan Facility (TALF)
In this issue, we summarize regulatory, litigation and industry developments from October 2019 to early January 2020 impacting the investment management sector, including SEC action on use of derivatives by registered...more
1/16/2020
/ Activist Investors ,
BDC ,
Bench Trial ,
Breach of Contract ,
Class Action ,
Closed-End Funds ,
Comment Period ,
Cross-Border ,
Derivatives ,
ETFs ,
Exemptive Relief ,
Fee Disclosure ,
Filing Fees ,
Investment Adviser ,
Investment Management ,
Libor ,
MiFID II ,
Mutual Funds ,
OCIE ,
Proposed Amendments ,
Proposed Rules ,
Proxy Access Rule ,
Proxy Voting Guidelines ,
Registered Investment Companies (RICs) ,
Regulatory Requirements ,
Risk Alert ,
Rule 10(b) ,
Rule 18f-4 ,
Rulemaking Process ,
Section 11 ,
Section 36(b) ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Settlement Agreements ,
Settlement Negotiations ,
Shareholder Proposals ,
Solicitation Provisions ,
Testing-the-Waters Communications