The SEC has proposed amendments to rules and disclosure forms to promote consistent, comparable, and reliable information for investors concerning funds’ and advisers’ incorporation of environmental, social, and governance...more
The SEC has proposed amendments to Form PF, the confidential reporting form for certain SEC-registered investment advisers to private funds, to...more
On August 26, 2020, the Securities and Exchange Commission adopted amendments and issued a related order to expand the definition of “accredited investor” under Rule 501(a) of the Securities Act to include natural persons...more
The SEC provided guidance to assist investment advisers in fulfilling their proxy voting responsibilities. The guidance discusses, among other matters, the ability of investment advisers to establish a variety of different...more
The United States House of Representatives passed the bipartisan JOBS and Investor Confidence Act of 2018, which is often referred to as JOBS Act 3.0. ...more
7/18/2018
/ 10b5-1 Plans ,
Corporate Issuers ,
Emerging Growth Companies ,
Financial Markets ,
Financial Regulatory Reform ,
Financial Reporting ,
Investment ,
Investment Adviser ,
Legislative Agendas ,
Proposed Legislation ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Trading Plans ,
Transparency Directive
The SEC’s recent proposed guidance for investment advisers has implications for private equity sponsors. Perhaps the most important part of the guidance for private equity sponsors is that related to the duty of loyalty...more
The SEC has proposed two rules and an interpretation to address retail investor confusion about the relationships that they have with investment professionals and the harm that may result from that confusion....more
4/19/2018
/ Administrative Interpretation ,
Best Interest Standard ,
Broker-Dealer ,
Conflicts of Interest ,
Disclosure Requirements ,
Financial Services Industry ,
Investment Adviser ,
Investment Management ,
Investment Products ,
Proposed Rules ,
Retail Investors ,
Securities and Exchange Commission (SEC) ,
Standard of Conduct
In February 2018 the SEC outlined its views with respect to cybersecurity disclosure requirements under the federal securities laws as they apply to public reporting companies. Set forth below is a checklist of items included...more
3/6/2018
/ Cyber Attacks ,
Cyber Crimes ,
Cybersecurity ,
Data Breach ,
Data Protection ,
Data Security ,
Disclosure Requirements ,
Financial Statements ,
Hackers ,
Insider Trading ,
Investment Adviser ,
MD&A Statements ,
New Guidance ,
Personally Identifiable Information ,
Popular ,
Publicly-Traded Companies ,
Regulation S-K ,
Risk Management ,
Securities and Exchange Commission (SEC)
The SEC announced a settled action against Beverly Hills-based investment adviser, Platinum Equity Advisors, LLC, for charging three of its private equity fund clients with about $1.8 million more than it should have in...more
The SEC’s Office of Compliance Inspections and Examinations has provided a list of compliance issues relating to Rule 206(4)-1, which is referred to as the Advertising Rule, under the Investment Advisers Act of 1940. In...more
In remarks before the Economic Club of New York, new SEC Chairman Jay Clayton discussed eight guiding principles:
Principle #1: The SEC’s mission is our touchstone. Investors and capital markets will suffer if the SEC...more
7/13/2017
/ Best Interest Contract Exemptions ,
Capital Markets ,
Disclosure Requirements ,
Enforcement Actions ,
Fiduciary Rule ,
Financial Institutions ,
Investment ,
Investment Adviser ,
Publicly-Traded Companies ,
Regulatory Oversight ,
Reporting Requirements ,
Retirement Plan ,
Securities and Exchange Commission (SEC)
The SEC’s Office of Compliance Inspections and Examinations, or OCIE, has published a list of the five compliance topics most frequently identified in deficiency letters that are sent to SEC-registered investment advisers....more
Under current law, stockbrokers are only required to recommend suitable investments to their clients. The Department of Labor has issued a so called “fiduciary rule” which requires brokers, advisors and insurance agents, when...more
2/6/2017
/ Best Interest Standard ,
Department of Labor (DOL) ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Duty ,
Fiduciary Rule ,
Financial Adviser ,
Financial Institutions ,
Investment Adviser ,
Popular ,
Regulatory Oversight ,
Retirement ,
Retirement Plan ,
Trump Administration
On January 17, 2017, the SEC announced nine settled enforcement actions for violations of the pay-to-pay rule against private equity, venture capital and hedge fund sponsors. The firms involved agreed to pay monetary...more
1/23/2017
/ De Minimis Claims ,
Enforcement Actions ,
Government Officials ,
Hedge Funds ,
Investment Adviser ,
Pay-To-Play ,
Political Candidates ,
Political Contributions ,
Private Equity ,
Rule 206(4)-5 ,
Securities and Exchange Commission (SEC) ,
Venture Capital
SEC staff in the Office of Compliance Inspections and Examinations are examining compliance with key whistleblower provisions arising out of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The staff is...more
In a settled enforcement action, the SEC charged a private equity advisor, First Reserve Management, L.P., with conflicts of interest and other matters. First Reserve did not admit or deny the SEC’s findings....more
The Minnesota Department of Commerce recently conducted a series of routine exams of investment adviser firms registered in Minnesota to analyze their compliance with certain regulations applicable to investment advisers. ...more
The SEC has again published its annual report to Congress regarding how the SEC has used Form PF data. The section on enforcement and investigation describes the use of the data in SEC examinations....more
The SEC has adopted final rules requiring investment advisers to provide additional information on Form ADV and other matters.
The final rules:
- require information about an investment adviser’s separately managed...more
8/25/2016
/ Filing Requirements ,
Final Rules ,
Financial Institutions ,
Form ADV ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Management ,
Registration ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Umbrella Registration
The SEC charged four private equity fund advisers affiliated with Apollo Global Management for misleading fund investors about fees and a loan agreement and failing to supervise a senior partner who charged personal expenses...more
The SEC has approved a series of FINRA rules that are meant to simplify regulation of firms engaged as M&A brokers and those who conduct other limited activities. While the rules may be simpler, it still looks like a...more
In its third rulemaking in two days without holding a meeting, the SEC proposed a new rule that would require registered investment advisers to adopt and implement written business continuity and transition plans. The...more
On June 16, 2016, the House Financial Services Committee approved the Investment Advisers Modernization Act of 2016 (H.R. 5424) as part of a package of several economic growth bills. The bill passed with a vote of 47-12 and...more
The SEC has charged a registered private equity fund adviser and its principal for receiving transaction-based compensation for the provision of brokerage services in connection with the acquisition and disposition of...more
Andrew Ceresney, Director, SEC Division of Enforcement, gave his views on the SEC private equity enforcement initiative at a conference.
Mr. Ceresney set forth the various categories of enforcement cases, which at this...more