On March 27, 2024, the SEC received a favorable—if at least somewhat split—decision when Judge Failla of the SDNY denied a motion by Defendants Coinbase, Inc. and Coinbase Global, Inc. (collectively, “Coinbase”) for judgment...more
4/19/2024
/ Coinbase ,
Crypto Exchanges ,
Cryptoassets ,
Cryptocurrency ,
Digital Assets ,
Enforcement Actions ,
Howey ,
Investment ,
Popular ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
Clients with Limited Liability Companies, Corporations, and Other Entities Likely Impacted -
Reporting requirements under the Corporate Transparency Act (CTA) are in effect beginning January 1, 2024. Under the CTA,...more
The US Securities and Exchange Commission (“SEC”) recently finalized sweeping new rules for private fund advisers (the “PFA Rules”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The PFA Rules...more
10/9/2023
/ Audits ,
Clawbacks ,
Compliance ,
Custody Rule ,
Exempt Reporting Advisers (ERAs) ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investors ,
Policies and Procedures ,
Private Funds ,
Quarterly Report ,
Securities and Exchange Commission (SEC) ,
Transparency ,
Unregistered Brokers
On January 1, 2021, Congress passed the Corporate Transparency Act (“CTA” or the “Act”) to “better enable critical national security, intelligence and law enforcement efforts to counter money laundering, financing of...more
10/14/2022
/ Advanced Notice of Proposed Rulemaking (ANPRM) ,
Beneficial Owner ,
Certification Requirements ,
Corporate Transparency Act ,
Exemptions ,
Final Rules ,
Financial Institutions ,
FinCEN ,
Foreign Corporations ,
Insurance Industry ,
Investment Adviser ,
Limited Liability Company (LLC) ,
Money Laundering ,
Pooled Investment Vehicles ,
Privately Held Corporations ,
Public Schools ,
Reporting Requirements ,
Russia ,
Terrorism Funding ,
Transparency ,
Ukraine
Today, the SEC published in the Federal Register a proposed notice of an exemptive order (the “Proposal”) that would, subject to limitations and conditions discussed below, exempt certain individuals seeking to find investors...more
10/14/2020
/ Broker-Dealer ,
Comment Period ,
Exemptive Orders ,
Finders ,
Investors ,
Municipal Securities Issuers ,
Public Finance ,
Registration Requirement ,
Regulatory Requirements ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
Today, the SEC published in the Federal Register a proposed notice of an exemptive order (the “Proposal”) that would, subject to limitations and conditions discussed below, exempt certain individuals seeking to find investors...more
What’s a financial advisor to do? On March 15, 2018, the Fifth Circuit Court of Appeals in Chamber of Commerce of the U.S. v. U.S. Dep’t. of Labor, No. 17-10238, 2018 U.S. App. LEXIS 6472 (5th Cir. Mar. 15, 2018) vacated –...more
4/12/2018
/ Best Interest Contract Exemptions ,
Broker-Dealer ,
Department of Labor (DOL) ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Duty ,
Fiduciary Rule ,
Investment Adviser ,
Investment Management ,
Regulatory Reform ,
Retail Investors ,
Retirement Plan ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Vacated
This post continues our examination of the Department of Labor’s suite of final fiduciary and conflict of interest regulations. Our prior posts discussed the newly expanded definition of “investment advice fiduciary” and the...more
6/13/2016
/ Best Interest Contract Exemptions ,
Broker-Dealer ,
Conflicts of Interest ,
Department of Labor (DOL) ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Duty ,
Incentive Compensation ,
Individual Retirement Account (IRA) ,
Insurance Brokers ,
Internal Revenue Code (IRC) ,
Investment Adviser ,
Principal Transaction Exemption ,
Registered Investment Advisors ,
Retirement Plan ,
Sales Commissions
Sanctions: Why So Hot Now? -
In response to a number of foreign policy crises encountered over the past few years, the Obama Administration has sought a new and more aggressive approach to using sanctions to advance US...more
2/6/2015
/ Cuba ,
EU ,
Foreign Policy ,
Iran ,
Obama Administration ,
Office of Foreign Assets Control (OFAC) ,
Russia ,
Sanctions ,
Trade Policy ,
U.S. Treasury ,
US Department of State
Fund managers may wish from time to time to conduct, or for their principals or affiliates to conduct, securities transactions opposite the fund. The Advisers Act prohibits such transactions – called “principal transactions”...more
Every company with a gift card program should be aware of the recently unsealed qui tam case in Delaware titled State of Delaware ex rel. French v. Card Compliant, LLC, et al., N13C-06-289 (Superior Court of Delaware, New...more
After several years and 18,000 comments, yesterday regulators braved a “snow covered” Washington and voted to approve a final rule to prohibit banks from engaging in proprietary trading, known as the Volcker rule. As industry...more
12/12/2013
/ CEOs ,
CFTC ,
Dodd-Frank ,
Exemptions ,
FDIC ,
Federal Reserve ,
Hedge Funds ,
Market Making ,
OCC ,
Private Equity ,
Proprietary Trading ,
Reporting Requirements ,
Sovereign Debt ,
Volcker Rule
In an interpretive letter to a broker-dealer dated August 26, 2013, FINRA (Financial Industry Regulatory Authority) interpreted the suitability requirements under Rule 2111 for recommendations to foreign nationals making...more
Beginning May 1, 2013, many new business conduct regulations adopted by the Commodity Futures Trading Commission (“CFTC”) pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”) will begin to...more
In two recent no action letters, the Securities and Exchange Commission (the “SEC”) granted no action relief for two venture capital online funding platforms, the FundersClub, Inc. (“FundersClub”) and AngelList, LLC...more
In an effort to enhance oversight and investor protection over private placement activity of firms on behalf of other issuers, new Financial Industry Regulatory Authority, Inc. (FINRA) Rule 5123 became effective on December...more