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Investment Adviser Safe Harbors

White & Case LLP

The INDEX Act: A challenge to the voting influence of institutional investors that may yield unintended consequences

White & Case LLP on

The Act's supporters say it would shift voting power from large investment advisers to individual investors, but the reality could be far more complex - The INDEX Act arrives at a moment of increasing resistance to ESG...more

Allen Matkins

Bill Would Require Passively-Managed Funds To Vote Proxies As Instructed By Investors

Allen Matkins on

Last week, U.S Senator Dan Sullivan introduced a bill to require passively managed funds to vote proxies as instructed by their investors.  I have not seen a copy of the bill yet, but according to the Senator's press release,...more

Katten Muchin Rosenman LLP

Sweeping SEC Proposals Raise Significant Concerns for SPAC Market

On March 30, the SEC released comprehensive proposals for rule changes that would materially expand the liability regime for SPAC transactions, including by limiting the availability of a commonly used safe harbor for...more

Skadden, Arps, Slate, Meagher & Flom LLP

Challenges for Cross Border Distribution of Private Funds in 2022

On January 12, 2022, Skadden partners Greg Norman and Anna Rips led the webinar “Challenges for Cross-Border Distribution of Private Funds in 2022,” which considered recent changes to the rules and regimes governing the...more

Lowenstein Sandler LLP

2020 and Q1 2021 Developments And Annual Compliance Checklists

Summaries of recent legislative and regulatory developments with respect to: •The SEC’s Examination Priorities for 2021- •The SEC’s Focus on Digital Asset Securities- •The SEC’s New Marketing Rule... ...more

Goodwin

SEC Finalizes Reforms Under Investment Advisers Act

Goodwin on

In this Issue. The Securities and Exchange Commission (SEC) finalized reforms under the Investment Advisers Act to modernize rules that govern investment adviser advertisements and payments to solicitors, and published a risk...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Expands Universe of “Accredited Investors”

An expanded universe of individuals and entities will be able to participate as “accredited investors” in securities offerings as a result of recent SEC rulemaking. The SEC has expanded its definition of “Accredited...more

Perkins Coie

SEC Amends Proxy Rules Relating to Proxy Advisers and Supplements Proxy Voting Guidance for Investment Advisers

Perkins Coie on

The U.S. Securities and Exchange Commission on July 22, 2020, adopted final amendments to its proxy solicitation rules to codify the SEC’s longstanding view that proxy voting advice generally constitutes a solicitation within...more

Vinson & Elkins LLP

SEC Adopts 2019 Proxy Voting Amendments, Minus the Bite

Vinson & Elkins LLP on

On July 22, 2020, the Securities and Exchange Commission (the “SEC”) adopted amendments to the proxy solicitation rules and issued guidance regarding the proxy voting responsibilities of investment advisers. The amendments, a...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Adopts Proxy Rule Amendments Relating to Proxy Voting Advice Businesses

On July 22, 2020, the U.S. Securities and Exchange Commission (SEC), by a 3-1 vote, adopted amendments to the federal proxy rules relating to proxy voting advice businesses (proxy advisors). The amendments categorize the...more

Jones Day

SEC Again Urged to Regulate ESG Disclosures - The SEC's Investor Advisory Committee joins the call for SEC rulemaking on ESG...

Jones Day on

The Investor Advisory Committee of the U.S. Securities and Exchange Commission ("SEC") recently recommended that the SEC promulgate specific disclosure policies regarding environmental, social, and governance ("ESG") topics...more

A&O Shearman

In Significant Shift, SEC Will Consider Offers Of Settlement And Collateral Waiver Applications Together

A&O Shearman on

On July 3, 2019, Chairman Jay Clayton of the Securities and Exchange Commission (“SEC”) issued a Statement Regarding Offers of Settlement (the “Public Statement”) to announce a significant shift in the SEC’s process of...more

UB Greensfelder LLP

Yes, You Can Form A Broker-Dealer Without Running Afoul Of FINRA’s Outside Business Activities Rule

UB Greensfelder LLP on

It is not a wise career move for a registered rep to leave his broker-dealer – thereby abandoning his customers, and affording competitors the opportunity to make his customers their own – and then to begin the long,...more

Mayer Brown Free Writings + Perspectives

Social Media Compliance Guide For Issuers, Broker-Dealers, And Advisers

[author: Trevor Starer] The use of social media raises many securities law and compliance challenges for issuers, broker-dealers, and investment advisers. This Compliance Guide summarizes briefly some key principles. ...more

Vedder Price

Investment Services Regulatory Update - November 2017

Vedder Price on

New Rules, Proposed Rules, Guidance and Alerts - SEC STAFF GUIDANCE AND ALERTS - SEC Staff Issues No-Action Letters to Facilitate Cross-Border Compliance with the Research “Unbundling” Provisions of the European...more

Katten Muchin Rosenman LLP

Compliance With the ERISA Fiduciary Advice Rule for Private Investment Fund Managers and Sponsors and Managed Account Advisers:...

The DOL's "fiduciary advice rule" (the "Rule") will take effect on June 9, 2017. The DOL has published FAQs on the implementation of the Rule applicable to the period between June 9th and December 31st (the "Transition...more

Katten Muchin Rosenman LLP

Compliance With the ERISA Fiduciary Advice Rule: Beginning June 9, 2017

This is an update on the upcoming effective date of the "fiduciary rule" or "fiduciary advice rule" (the "Rule") that was issued under the US Employee Retirement Income Security Act of 1974 (ERISA). The Rule was published by...more

Morrison & Foerster LLP - JOBS Act

House Debate Scheduled for Bills Relating to Capital Access for Small Business

Next week, the House is scheduled to debate two bills designed to reduce regulatory burden on small businesses in order to facilitate access to capital. H.R. 5424, the Investment Advisers Modernization Act, was approved by...more

Stinson - Corporate & Securities Law Blog

SEC Proposes to Ease Intrastate Offering Exemption to Facilitate Crowdfunding

The SEC has proposed amendments to Rule 147 under the Securities Act of 1933, which currently provides a safe harbor for compliance with the Section 3(a)(11) exemption from registration for intrastate securities offerings....more

Skadden, Arps, Slate, Meagher & Flom LLP

Privacy & Cybersecurity Update - September 2015

Adviser to European Court of Justice Says US-EU Safe Harbor Should Be Declared Invalid - An advisory opinion issued by the advocate general to the European Court of Justice states that the U.S.-EU Safe Harbor should be...more

Akin Gump Strauss Hauer & Feld LLP

SEC Provides Guidance on “General Solicitation” in C&DIs and No-Action Letter

On August 6, 2015, the Staff of the Securities and Exchange Commission’s (SEC) Division of Corporation Finance issued new compliance and disclosure interpretations (C&DI Questions 256.23 through 256.33) regarding the meaning...more

Adler Pollock & Sheehan P.C.

Glossary of Important Securities Regulation Terms and Definitions

This Glossary is designed to provide law students taking Securities Regulation with a tool that will assist them in learning the basic language of securities law and achieve a working knowledge of the fundamental principles...more

Morrison & Foerster LLP

How Directors Can Handle Adviser’s Exit From Fund Biz

An investment adviser’s decision to exit the fund business can present multiple challenges for the fund board. These challenges can be particularly difficult when the interests of the adviser and those of the fund and its...more

Cadwalader, Wickersham & Taft LLP

Court Finds Investment Advisor’s Payments to Customers Are Not Exempt From Avoidance Under Section 546(e) of the Bankruptcy Code

FCStone, a New York-based commodities brokerage firm, was recently ordered to return a transfer of $15.6 million to the bankruptcy estate of Sentinel Management Group. Approximately $1.1 million of this amount constituted a...more

Morrison & Foerster LLP

New Freedoms & Heightened Scrutiny Complicate the US Private Fund Marketing Environment

Originally published in CorporateLiveWire on February 21, 2013. The last few years have witnessed tectonic shifts in U.S. laws and regulations that effect the management and operations of hedge funds, private equity...more

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