News & Analysis as of September 25, 2024

General Solicitation › Private Funds

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General Solicitation typically refers to the soliciting of investors to purchase securities. Prior to the passage of the JOBS Act in 2012, general solicitation was banned in connection with privately offered unregistered securities. Issuers were only permitted to offer such securities to investors with whom they had a pre-existing substantive relationship. Section 201(a) of the JOBS Act lifted the ban on general solicitation, but only with respect to accredited investors. less -

Marketing Non-US Private Funds to US Investors

BCLP on 2/25/2022

This February 2022 Client Alert summarizes certain key U.S. federal securities laws that non-U.S. advisers should consider before offering equity interests in non-US private investment funds in the United States....more

2015-16 Compliance Developments & Calendar for Private Fund Advisers

Akin Gump Strauss Hauer & Feld LLP on 10/20/2015

Registered investment advisers (RIAs) are required to review their policies and procedures on at least an annual basis. As an aid to the required review and to assist with timely completion of required compliance tasks, below...more

2014-15 Compliance Developments & Calendar for Private Fund Advisers

Akin Gump Strauss Hauer & Feld LLP on 10/6/2014

Introduction - Registered investment advisers are required to review their policies and procedures on at least an annual basis. As aid to the required review, below is a summary of material developments during the past...more

CFTC Grants Exemptive Relief to Private Fund Managers: General Solicitation Conditionally Permitted

Troutman Pepper on 9/18/2014

The JOBS Act and the regulations thereunder (which went effective on September 23, 2013) applies to private issuers – including hedge funds and private equity funds – that want to make general solicitations within the context...more

Investment Management Legal + Regulatory Update -- October 2013

Morrison & Foerster LLP on 10/24/2013

- Regulatory Updates: CFTC Adopts “Substituted Compliance” Approach for Registered Investment Companies that are Commodity Pools; SEC’s Final Rules on General Solicitation and Bad Actor Disqualification for Investment...more

The Impact Of Rule 506(c) On Private Funds And Their Managers Who Are Legally Avoiding Full Registration As Commodity Pool...

Troutman Pepper on 9/5/2013

The Jumpstart Our Business Startups Act (JOBS Act) directed the U.S. Securities and Exchange Commission (SEC) to eliminate the prohibition against general solicitation or general advertising in any offering of securities...more

Immediate Action Item for Private Funds and Their Managers: Prepare and Distribute "Bad Actor" Questionnaires

Holland & Knight LLP on 8/30/2013

As widely reported, the Securities and Exchange Commission (SEC) approved a final rule effective Sept. 23, 2013, that prohibits a fund relying on the vital Regulation D/Rule 506 exemption from SEC registration if the issuer...more

SEC Lifts Ban On General Solicitation, Adopts “Bad Actor” Disqualification Rules And Proposes Amendments To Form D Filings

Orrick, Herrington & Sutcliffe LLP on 7/22/2013

On April 5, 2012, the Jumpstart Our Business Startups Act (the "JOBS Act") was enacted. The stated objective for the JOBS Act is to improve access to the public capital markets for startup and emerging companies and thus...more

Private Funds on Social Media—Proceed with Caution

Morrison & Foerster LLP - Social Media on 7/16/2013

When the Securities and Exchange Commission lifted the ban on general solicitation and general advertising for private offerings of securities, can marketing blitzes on Twitter and other social media sites be far behind?...more

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General Solicitation › Private Funds

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