News & Analysis as of

No-Action Letters Private Funds

Venable LLP

Private Funds Get a Break: SEC No-Action Letter Offers Relief for Private Fund Verification

Venable LLP on

In a March 12, 2025 no-action letter, the SEC staff provided commonsense guidance relating to verification of accredited investor status under rule 506(c). The guidance aligns with industry practice and has the potential to...more

Vedder Price

SEC Staff No-Action Letter Allows Issuers to Rely on High Minimum Investment Amounts to Verify Purchasers in Rule 506(c) Offerings

Vedder Price on

On March 12, 2025, the staff of the Securities and Exchange Commission (“SEC”) issued no-action guidance providing that certain minimum investment amounts, along with certain written representations from the purchaser, could...more

Mintz - Venture Capital & Emerging Companies...

SEC Provides Further Clarity in Rule 506(c) Offerings

On March 12, 2025, the Securities and Exchange Commission (the “SEC”) issued a No-Action Letter that provided guidance regarding the ways issuers can satisfy the accredited investor verification requirements of offerings made...more

King & Spalding

SEC Staff No-Action Letter Eases Rule 506(c) Accredited Investor Verification

King & Spalding on

On March 12, 2025, the SEC Division of Corporation Finance published a no-action letter that facilitates compliance with Regulation D Rule 506(c), which permits general solicitation, for offerings with certain minimum...more

Goodwin

New SEC No-Action Letter Eases Burden on General Solicitations

Goodwin on

On March 12, 2025, the staff of the Division of Corporation Finance at the Securities and Exchange Commission (SEC) issued a no-action letter (NAL) recognizing the reasonableness of one method by which issuers relying on Rule...more

DarrowEverett LLP

Less Red Tape, More Capital? SEC Clarifies 506(c) Verification Rules

DarrowEverett LLP on

On March 12, 2025, the Securities and Exchange Commission (“SEC”) issued a significant no-action letter clarifying the use of high minimum investment amounts as a method for verifying accredited investor status under Rule...more

Troutman Pepper Locke

SEC Broadens Guidance on Accredited Investor Verification

Troutman Pepper Locke on

The Securities and Exchange Commission (SEC) has issued a no-action letter providing new interpretive guidance on the verification of accredited investor status in offerings conducted under Rule 506(c) of Regulation D, which...more

Pillsbury Winthrop Shaw Pittman LLP

FinCEN’s Proposed Rule to Regulate Investment Advisers: The Questions Industry Should Be Following

FinCEN is focused on customer due diligence, and both the 2024 Investment Adviser Risk Assessment and proposed rule indicate that investment advisers will be expected to assess customer identity, business model, and sources...more

Katten Muchin Rosenman LLP

SEC Proposes Principles-Based Changes to Investment Adviser Advertising and Solicitation Rules, Seeks Industry Reaction by...

Key Points - SEC proposes significant changes to the Advisers Act “Advertising Rule” and “Cash Solicitation” Rule. - The proposed definition of “Advertisements” expands the types of communications that are considered...more

Proskauer Rose LLP

SEC Releases Proposal to Revise the Advertising and Cash Solicitation Rules for Investment Advisers

Proskauer Rose LLP on

On November 4, 2019, the U.S. Securities and Exchange Commission (the "SEC") issued a release proposing to revise the rules pertaining to investment adviser advertisements and payments to solicitors under the Investment...more

Jackson Walker

New FINRA Capital Acquisition Broker Rules May Offer Limited Relief to Private Investment Fund Advisers

Jackson Walker on

The U.S. Securities and Exchange Commission (“SEC”) recently approved a Financial Industry Regulatory Authority (“FINRA”) proposal to adopt a new regime for the regulation of electing broker-dealer firms that meet the...more

Orrick - Finance 20/20

No-Action Letter Provides Guidance Regarding “Knowledgeable Employees” of Private Fund Advisers

Orrick - Finance 20/20 on

On February 6, the staff of the SEC’s Division of Investment Management issued a no-action letter with respect to Rule 3c-5 of the Investment Company Act of 1940 (the Company Act) that represents a substantial improvement...more

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