News & Analysis as of

Investment Advisers Act of 1940

Cadwalader, Wickersham & Taft LLP

President Trump Issues Executive Order Focused on Proxy Advisors

On December 11, 2025, President Donald J. Trump issued an executive order directing certain government agencies and departments to review all rules, regulations, and other publications relating to proxy advisors, specifically...more

McDermott Will & Schulte

SEC targets investment advisory agreements in recent enforcement settlement

On January 20, 2026, the US Securities and Exchange Commission (SEC) announced settled charges against two related registered investment advisers for alleged deficiencies in their investment advisory agreements relating to...more

K&L Gates LLP

United States: New Year, New Marketing Rule FAQs

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On 15 January 2026, the SEC staff released two new FAQs addressing issues arising under Advisers Act Rule 206(4)-1 (the Marketing Rule). ...more

Eversheds Sutherland (US) LLP

SEC Proposes Significant Changes To “Small Business” And “Small Organization” Definitions

Proposed amendments would significantly expand small entity thresholds and introduce automatic inflation adjustments. On January 7, 2026, the US Securities and Exchange Commission (SEC) proposed amendments (Proposal) to...more

Akin Gump Strauss Hauer & Feld LLP

SEC Investment Management Director Questions ‘Vote-All’ Proxy Practices and Adviser Reliance on Proxy Advisors

Rule 206(4)-6 under the Investment Advisers Act requires a registered investment adviser with proxy voting authority to adopt policies and procedures reasonably designed to ensure that proxies are voted in clients’ best...more

White & Case LLP

New priorities for 2026 — What investment advisers and broker-dealers can expect

White & Case LLP on

Late last year, the US Securities and Exchange Commission's ("SEC") Division of Examinations ("Examination Division") released its 2026 Examination Priorities Report (the "Priorities Report"), the first issued under new...more

Akin Gump Strauss Hauer & Feld LLP

Hedge Clauses in Focus: The SEC Charges an Investment Adviser with Four Advisers Act Violations

The SEC charged the Advisers with four separate violations of the Investment Advisers Act of 1940 (the Advisers Act). Combined, the Advisers were described as having approximately $500 million in regulatory assets under...more

K&L Gates LLP

Proxy Wars

K&L Gates LLP on

On 11 December 2025, President Trump issued a long-awaited executive order (EO) entitled “Protecting American Investors from Foreign-Owned and Politically-Motivated Proxy Advisors.” ...more

Alston & Bird

SEC Updates Marketing Rule FAQs on Model Fees and Disqualifying Events

Alston & Bird on

On January 15, 2026, the Securities and Exchange Commission (SEC) updated its Frequently Asked Questions on Rule 206(4)-1 of the Investment Advisers Act of 1940 (the Marketing Rule) to address the use of model fees and...more

Foley & Lardner LLP

SEC Administrative Courts Survive Industry Ban Challenge

Foley & Lardner LLP on

For years, there have been efforts to chip away at the Securities and Exchange Commission’s (SEC) administrative enforcement powers. In particular, in 2024, the Supreme Court ruled in SEC v. Jarkesy, 603 U.S. 109 (2024), that...more

Foley & Lardner LLP

Latest & Greatest Goings On at the SEC

Foley & Lardner LLP on

The Foley & Lardner LLP “Spotlight on Securities Enforcement” newsletter will periodically share summary updates regarding developments, appointments, and the like regarding the “Latest & Greatest” from the Securities and...more

Mayer Brown

SEC Staff Publishes New Marketing Rule FAQs

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On January 15, 2026, the staff of the Division of Investment Management (the “staff”) of the Securities and Exchange Commission (the “SEC”) updated its Marketing Compliance-Frequently Asked Questions (“FAQs”) to include two...more

McDermott Will & Schulte

Looking ahead: Asset manager M&A in 2026

At the start of 2026, mergers and acquisitions (M&A) and strategic investments remain core tools for alternative asset and wealth managers seeking growth, succession planning, and platform expansion....more

Carlton Fields

Expect Focus - Volume I, January 2026

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Just before the October federal government shutdown, the SEC staff issued a no-action letter providing some clarity as to when a state-regulated banking or trust institution can serve as a “qualified custodian” under the...more

DarrowEverett LLP

Qualified Clients, Accredited Investors, and Performance Fees in Private Funds

DarrowEverett LLP on

For fund managers, general partners, and sponsors operating private investment vehicles, understanding the regulatory framework governing performance-based compensation is essential....more

Katten Muchin Rosenman LLP

Marketing Rule Relief for Investment Advisers: SEC Staff Clarifies Flexibility on Model Fees and SRO Disqualifying Events

On January 15, Staff from the Securities and Exchange Commission (SEC) published two new frequently asked questions (FAQs) related to the Marketing Rule under Investment Advisers Act Rule 206(4)-1. The new FAQs underscore the...more

Seward & Kissel LLP

Revisiting RIA Proxy Voting Responsibilities

Seward & Kissel LLP on

The Director of the Securities Exchange Commission (“SEC”) Division of Investment Management (the “Director”) gave remarks this month regarding registered investment advisers (“RIAs”) and their proxy voting responsibilities...more

Carlton Fields

The SEC and Fixed Indexed Annuities: Regulation by Enforcement Is Alive and Well

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Notwithstanding the SEC’s recently publicized shift away from “regulation by enforcement,” the practice appears alive and well when it comes to fixed indexed annuities (FIAs). In particular, the SEC’s continuing litigation in...more

McGuireWoods LLP

SEC Provides Additional Marketing Rule Flexibility With New FAQs

McGuireWoods LLP on

On Jan. 15, 2026, the Staff of the Securities and Exchange Commission updated the FAQ page pertaining to Rule 206(4)-1 (the Marketing Rule) under the Investment Advisers Act of 1940. The updated guidance provides potential...more

Sullivan & Worcester

SEC Proposes Amendments to Small Entity Definitions

Sullivan & Worcester on

On January 7, 2026, the Securities and Exchange Commission (“SEC”) proposed amendments to the rules that define which registered investment companies, investment advisers, and business development companies qualify as small...more

Carlton Fields

SEC Proposal for Small Fund Complexes and Investment Advisers Follows Executive Orders

Carlton Fields on

On January 7, the SEC proposed amendments to its rules defining which registered investment companies, investment advisers, and business development companies qualify as small entities for purposes of the federal Regulatory...more

Parker Poe Adams & Bernstein LLP

SEC May Ban Defendants From the Securities Industry Despite Supreme Court's Jarkesy Precedent

The U.S. District Court for the District of Columbia on January 8, 2026, rejected arguments by two former investment advisers that they could be permanently banned from the securities industry only after a jury trial....more

Carlton Fields

Balancing Retail Private Market Access and Investor Protection: SEC Committee Weighs Regulatory Remix

Carlton Fields on

On September 18, 2025, the SEC’s Investor Advisory Committee (IAC) published a major report outlining its recommendations for facilitating increased participation by retail investors in private investment markets. In recent...more

Orrick, Herrington & Sutcliffe LLP

D.C. District Court dismisses challenges to SEC ‘follow-on’ industry ban

On January 8, the U.S. District Court for the District of Columbia granted the SEC’s motion to dismiss a constitutional challenge to its follow-on administrative proceeding brought by two California-based investment advisers....more

Mayer Brown Free Writings + Perspectives

SEC Proposes Updates to “Small Entity” Definitions for Funds and Advisers

On January 7, 2026, the Securities and Exchange Commission (“SEC”) proposed amendments to the rules that define which registered investment companies, investment advisers, and business development companies qualify as “small...more

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