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Investment Advisers Act of 1940 Corporate Governance

SEC Compliance Consultants, Inc. (SEC³)

How Much Testing is Enough?

Most compliance officers struggle to determine whether they are conducting enough testing to satisfy their obligations under the Advisers Act. In its release adopting Advisers Act Rule 206(4)-7, the SEC stated that an...more

Paul Hastings LLP

Pecuniary vs. Nonpecuniary Factors: Understanding the Potential Scope of Anti-ESG Restrictions in U.S. State Laws

Paul Hastings LLP on

Executive Summary and Overview- State anti-ESG lawmakers have enacted legislation aimed at restricting investors from considering ESG factors in their investment strategies and decisions by requiring state financial...more

Seward & Kissel LLP

SEC Provides Guidance on Determining Investment Company Status in SPAC Rule Release

Seward & Kissel LLP on

Who may be interested: Registered Investment Companies, SPACs, Investment Advisers Quick Take: Following a 3-2 vote, the SEC adopted final rules to enhance disclosure and provide additional investor protections in IPOs by...more

Sullivan & Worcester

SEC Proposes New Rule Requiring Investment Adviser Oversight of Certain Third Party Service Providers

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On October 26, 2022, the Securities and Exchange Commission ("SEC") proposed a new rule under the Investment Advisers Act of 1940 ("Advisers Act") to prohibit registered investment advisers from outsourcing certain services...more

Proskauer - The Capital Commitment

SEC Proposes ESG Reporting and Disclosure Requirements for Private Fund Advisers

On May 25, the Securities and Exchange Commission (“SEC”) issued proposed rules under the Investment Advisers Act of 1940 (“Advisers Act”) for advisers to private funds that consider environmental, social or governance...more

Hogan Lovells

SEC releases long-awaited ESG proposal for investment companies and investment advisers

Hogan Lovells on

On 25 May, the Securities and Exchange Commission (the SEC) introduced a proposal to amend certain rules and forms under the U.S. Investment Advisers Act of 1940 (the Advisers Act) and the U.S. Investment Company Act of 1940...more

Jones Day

SEC Proposes New Disclosure Requirements for ESG Funds

Jones Day on

What Happened  On May 25, 2022, the SEC voted 3–1 to propose amendments to: (i) the "Names Rule" (Rule 35d-1) under the Investment Company Act of 1940 ("1940 Act") and (ii) rules and forms under both the Investment Advisers...more

Blank Rome LLP

Regulatory Update and Recent SEC Actions - July 2021

Blank Rome LLP on

REGULATORY UPDATES - SEC Leadership Changes - On April 17, 2021, Gary Gensler was sworn into office as the Chair of the Securities and Exchange Commission (the “SEC”). Gensler served as chair of the U.S. Commodity Futures...more

Morrison & Foerster LLP

SEC Risk Alert Provides Insight Into Examinations Related To ESG Investing

On April 9, 2021, the SEC’s Division of Examinations (“EXAMS”) published a Risk Alert summarizing its observations from recent examinations of investment advisers, registered investment companies, and private funds engaged in...more

Proskauer - The Capital Commitment

ESG-Focused Fund Strategies Face SEC Scrutiny on Disclosures and Internal Procedures

As investors drive demand for investment products focused on environmental, social and governance (ESG) factors, fund managers have increasingly offered ESG-focused or “sustainable investing” funds. However, a recent speech...more

Sullivan & Worcester

SEC Proposes New Valuation Rule under the 1940 Act

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On April 21, 2020, the Securities and Exchange Commission ("SEC") proposed new rule 2a-5 ("Proposed Rule") under the Investment Company Act of 1940, as amended ("1940 Act") addressing valuation practices and the board of...more

Perkins Coie

Board Meetings In Times of COVID-19: SEC Relaxes Certain In-Person Meeting Requirements Under 1940 Act

Perkins Coie on

In light of the recent novel coronavirus (COVID-19) outbreak and the challenges it presents for boards of directors to safely travel, the Securities and Exchange Commission (SEC) issued an order on March 13, 2020, (the order)...more

Morgan Lewis

SEC Provides Relief for Funds and Advisers Impacted by Coronavirus (COVID-19)

Morgan Lewis on

The US Securities and Exchange Commission on March 13 announced temporary regulatory relief for registered investment advisers and exempt reporting advisers as well as for registered funds, registered unit investment trusts,...more

WilmerHale

SEC Extends Deadline for Form ADV and Form PF Filing for Advisers, Disclosure Relief for Registered Funds and Business Development...

WilmerHale on

On March 13, 2020, the Securities and Exchange Commission (SEC) issued an order (the Advisers Act Release) under the Investment Advisers Act of 1940 (Advisers Act) providing regulatory relief for investment advisers whose...more

Winstead PC

The SEC Grants Temporary Relief Due to the Coronavirus COVID 19 Pandemic

Winstead PC on

The Securities and Exchange Commission (the “Commission”) on Friday, March 13, 2020, granted temporary relief under the Investment Advisers Act of 1940 relative to certain filing and delivery deadlines and other requirements...more

Troutman Pepper

SEC Grants Relief to Funds and Advisers Related to COVID-19 Outbreak

Troutman Pepper on

As a result of the current and potential effects of COVID-19, the SEC has relaxed certain requirements of the Investment Company Act of 1940 and the Investment Advisers Act of 1940 and rules under the Acts....more

BCLP

The Adviser: A Quarterly Update for Private Fund Advisers – November 2019

BCLP on

SEC Sanctions Private Fund Adviser and Chief Investment Officer for Valuation Policy Failures - On June 4, 2019, the SEC announced that Deer Park Road Management Company, LP (“Deer Park”) agreed to pay a $5 million...more

Dorsey & Whitney LLP

SEC to Discuss Proxy Adviser Regulation and Resubmission Thresholds for Shareholder Proposals at November 5, 2019 Open Meeting

Dorsey & Whitney LLP on

Yesterday the SEC announced the agenda for its upcoming open meeting to be held on Tuesday, November 5 at 10:00 a.m. EST. All SEC open meetings are webcast and a hyperlink to the webcast will be posted to www.sec.gov shortly...more

Mayer Brown Free Writings + Perspectives

Business Development Company Guide for Capital Markets

This guide covers all related information that a securities practitioner needs when working with a Business Development Company (BDC). It provides an overview of the industry and covers applicable securities laws and...more

Eversheds Sutherland (US) LLP

SEC issues guidance regarding the proxy voting responsibilities of investment advisers

On August 21, 2019, in a 3-2 vote, the US Securities and Exchange Commission (SEC) voted in favor of publishing guidance (guidance) regarding the proxy voting responsibilities of investment advisers (IAs). The guidance,...more

Perkins Coie

SEC Issues Guidance and Interpretation Aimed at Proxy Voting

Perkins Coie on

The U.S. Securities and Exchange Commission (SEC) held an open meeting on August 21, 2019, (the Open Meeting) and approved two items: (1) guidance regarding the proxy voting responsibilities of investment advisers under the...more

Dechert LLP

SEC Staff Withdraws Guidance on Proxy Firms and Holds Proxy Roundtable; Chairman Clayton Indicates that SEC Will Act in 2019

Dechert LLP on

In connection with the public roundtable on the proxy voting process (Roundtable) held by the staff of the Securities and Exchange Commission on November 15, 2018, the staff of the SEC’s Division of Investment Management (IM...more

Mayer Brown Free Writings + Perspectives

Proxy Advisory Firm Registration

Shortly following the SEC’s proxy roundtable, Senators Reed, Perdue, Heitkamp, Gillis, Jones and Kennedy introduced a new bill, S. 3614, which would amend the Investment Advisers Act in order to require proxy advisory firms...more

Dorsey & Whitney LLP

This Week In Securities Litigation

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The SEC prevailed on two summary judgment motions. One centered on a manipulation action. The other was against an attorney who facilitated a prime bank fraud. The Commission also filed: An action against UBS tied to its...more

Troutman Pepper

Lessons Learned From The Morgan Keegan Case, Part I – Valuation

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The U.S. Securities and Exchange Commission (SEC)’s recent settlement in the latest chapter of the enforcement proceeding involving Morgan Keegan provides important guideposts on two of the hottest regulatory topics in the...more

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