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Registered Investment Advisors

BCLP

SEC Staff Issues Welcome Guidance on Extracted Performance and Portfolio Characteristics Under the Marketing Rule

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On March 19, 2025, the staff of the U.S. Securities and Exchange Commission (the “SEC”) updated its Frequently Asked Questions (“FAQ”) pertaining to Rule 206(4)-1 (the “Marketing Rule”) under the Investment Advisers Act of...more

Wilson Sonsini Goodrich & Rosati

No Commission Without Permission: SEC Reinforces Focus on Sales Activities and Transaction-Based Compensation as Hallmarks of...

Several recent enforcement actions from the U.S. Securities and Exchange Commission (SEC or Commission) reaffirm that “finders” involved in soliciting investors on behalf of private companies are, in the SEC’s view, required...more

Eversheds Sutherland (US) LLP

The deadline for re-affirming CPO exemptions/exclusions is approaching

Under Commodity Futures Trading Commission (CFTC) regulations, persons who have claimed an exemption or exception from commodity pool operator (CPO) or commodity trading advisor (CTA) status pursuant to Part 4 of the CFTC’s...more

Faegre Drinker Biddle & Reath LLP

Things I Worry About (9): FINRA Enforcement and Senior Investors

Among other things, FINRA is focusing on services and recommendations by broker-dealers and their registered representatives to retirees, senior investors and investors with diminished capacity. The Report has one part...more

DarrowEverett LLP

Private Placements in Florida Just Got Easier: Here’s How

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Florida recently implemented amendments to its Securities and Investor Protection Act (“Chapter 517”), bringing significant changes to the regulatory framework governing private placements, investment advisors, and exemptions...more

Vedder Price

Third Set of Form PF Amendments Take Effect on June 12, 2025

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On February 8, 2024, the SEC adopted its third set of amendments to Form PF, the confidential reporting form for certain SEC-registered investment advisers to private funds. The amendments specifically affect Sections 1 and 2...more

McNees Wallace & Nurick LLC

Navigating Regulatory Risks: Leveraged and Inverse ETFs Targeted by Pennsylvania Department of Banking and Securities 

The Pennsylvania Department of Banking and Securities (Department) has recently targeted registered investment advisers who utilize leveraged and inverse exchange traded funds (ETFs). Advisers should be aware of the...more

Quarles & Brady LLP

Annual Update of Form ADV and Recent Regulatory Changes Affecting Advisers (UPDATED)

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As a reminder, each registered investment adviser must file an annual updating amendment to its Form ADV within 90 days of its fiscal year end. This means an adviser with a December 31 fiscal year end will be required to file...more

ArentFox Schiff

SEC Charges Navy Capital in AML Failures: Say What You Do and Do What You Say

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The US Securities and Exchange Commission (SEC) released a press release on January 15 announcing that it had charged Navy Capital Green Management, LLC, an investment adviser, with violations of the Investment Advisers Act...more

BCLP

SEC Off-Channel Communications Enforcement Sweep Continues - Settlements by 12 Firms and Assessments of Over $63 Million in...

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On January 13, 2025, the U.S. Securities and Exchange Commission (the “SEC”) announced settled charges against twelve firms for recordkeeping failures related to off-channel communications – i.e., failure to maintain business...more

DLA Piper

SEC Actions Signal Warning to Investment Advisers Over-Promising on AML

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Earlier this month, the US Securities and Exchange Commission (SEC) charged a registered investment adviser (RIA) with willfully violating Section 206(4) of the Investment Advisers Act of 1940 by making misrepresentations...more

K2 Integrity

Navigating the New Investment Adviser AML Mandate: What Steps Should Investment Advisers Be Taking Now?

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On 15 January 2025, K2 Integrity hosted a webinar that featured Justina Rousseau, senior managing director at K2 Integrity; Aseel Rabie, counsel at Debevoise & Plimpton LLP; and Sarah Runge, executive managing director at K2...more

A&O Shearman

SEC Enters Into Off-Channel Settlements With Twelve Additional Firms Prior To Leadership Turnover

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On January 13, 2025, one week before Chair Gary Gensler is expected to step down as Chair, the Securities and Exchange Commission (“SEC”) announced settlements with twelve additional regulated entities for alleged...more

Proskauer - Private Market Talks Podcast

[Podcast] Private Market Talks: Bringing Private Credit to the Wealth Channel with Nomura Capital Management’s Robert Stark

In our first episode of 2025, we’re excited to speak with Robert Stark, CEO of Nomura Capital Management. During our discussion, we discuss the competitive DCA ranges and challenges of building a private credit platform...more

Morgan Lewis

Securities Enforcement Roundup – December 2024

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In this issue of our monthly Securities Enforcement Roundup, we highlight top securities enforcement developments and cases from December 2024. In December 2024: President-elect Trump nominated former SEC Commissioner Paul...more

Conyers

British Virgin Islands: Special Purpose Vehicles for Luxury Assets

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For family offices, high-net-worth individuals (HNWI) and ultra-high-net-worth individuals (UHNWI) considering the purchase of luxury assets (in particular yachts, artworks and aircraft) there are multiple factors to...more

Winstead PC

Top Data Privacy & Cybersecurity Considerations in 2025 for RIAs

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Compliance and Regulations - Ensure adherence to SEC regulations with appropriate privacy and cybersecurity policies tailored to SEC requirements....more

Holland & Knight LLP

A Bang? A Whimper? Not So Fast: The SEC's Approach to Private Funds Evolves in 2024

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As part of its formal fiscal year (FY) 2024 priorities, the SEC's Division of Examinations identified the review of investment advisers to private funds as a key priority. Fresh off the implementation of the Marketing Rule in...more

Morrison & Foerster LLP

Finish Strong and Looking Ahead

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As the end of 2024 approaches, it is crucial that all investment advisers—including registered investment advisers (RIAs) and exempt reporting advisers (ERAs)—complete end of the year regulatory and compliance tasks and...more

Foley Hoag LLP

Reminder: Renewal and Notice Filing Fees for Investment Advisers due by December 9, 2024

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As a reminder, investment advisers who are subject to any state registration, renewal or notice filing fees must have funded their IARD accounts by December 9, 2024 in order to cover such fees (with a recommendation from IARD...more

Mayer Brown Free Writings + Perspectives

SEC Investor Advisory Committee to meet on Mandatory Arbitration Clauses, Alternative Investments, and Finfluencers

The Securities and Exchange Commission’s Investor Advisory Committee (the “Committee”) will meet on Tuesday, December 10, 2024, in an open meeting, that will stream on the SEC’s website.  The Committee will first hear from...more

Latham & Watkins LLP

SEC Targets Investment Advisers for Misstatements and Compliance Failures

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Three recent enforcement actions highlight the risks of failing to adhere to representations made to investors regarding ESG and biblically responsible investing strategies....more

SEC Compliance Consultants, Inc. (SEC³)

Advisers’ Year-End Checklist for 2024

Compliance officers love checklists, so we’ve put together some “to dos” to consider completing before the end of the year. Enjoy!...more

SEC Compliance Consultants, Inc. (SEC³)

October and November 2024 Regulatory Roundup

After its fiscal year-end frenzy in September, the SEC relaxed slightly, with no new rule-making and fewer enforcement actions. So, I took a break last month and combined the October and November Roundups. (You’re welcome.)...more

Cozen O'Connor

Summarizing the SEC’s 2025 Examination Priorities Report, Part 2

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In the second part of this legal update series, we summarize the key takeaways from the Division of Examinations’ (Division) 2025 priorities report released on October 21, 2024. The Division remains focused on mainstays like...more

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