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SEC Decides Not To Seek Supreme Court Review of Decision Vacating Private Fund Rules

The Securities and Exchange Commission (“SEC”) has decided not to petition the U.S. Supreme Court for a writ of certiorari to review the U.S. Court of Appeals for the Fifth Circuit’s decision to vacate a controversial package...more

Off to the Races: DOJ Offers New Incentives for Whistleblowers and Companies to Report Misconduct

Earlier this year, as described in a previous client alert, the Department of Justice (“DOJ”) Criminal Division announced a landmark pilot program to pay monetary awards to whistleblowers (the “Program”). At that time, Deputy...more

The Consequential Impact of the Supreme Court’s Monumental Ruling in SEC v. Jarkesy

On June 27, 2024, the Supreme Court of the United States issued its decision in SEC v. Jarkesy, holding that the Securities and Exchange Commission (“SEC”) must prosecute securities fraud before a federal court whenever it...more

The Fifth Circuit Vacates the SEC’s Private Fund Rules - Stay Current June 2024

On June 5, 2024, the U.S. Court of Appeals for the Fifth Circuit vacated—in their entirety—the controversial private fund reforms adopted by the Securities and Exchange Commission (the “SEC”) in August 2023 (collectively, the...more

SEC Department of Examinations Issues Risk Alert on Marketing Rule Deficiencies

Last week, the Securities and Exchange Commission’s Division of Examinations (“DOE”) issued a Risk Alert (the “Alert”) entitled “Initial Observations Regarding Advisers Act Marketing Rule Compliance.” The Alert describes...more

SEC Wins Trial Involving First-Ever Shadow Trading Case

On April 5, 2024, a federal jury in the Northern District of California found defendant Matthew Panuwat liable for insider trading in the Securities and Exchange Commission’s (“SEC”) first-ever case involving the so-called...more

SEC Enforcement Continues Thematic Focus on Hypothetical Performance

The SEC charged five more registered investment advisers with violating the Investment Advisers Act’s Marketing Rule by advertising hypothetical performance on their websites without adopting appropriate policies and...more

Public Company Update: D.C. District Court Rules Proxy Voting Advice Beyond The Scope Of Federal Proxy Rules

On February 23, 2024, the U.S. District Court for the District of Columbia ruled in favor of Institutional Shareholder Services Inc. on the party’s motions for summary judgment, ending a years long dispute over whether proxy...more

SEC Updates for Private Funds: Private Fund Rule Litigation and Marketing Rule FAQ

Private fund sponsors should be aware of two recent SEC regulatory developments with respect to (1) the newly adopted private fund rules (Rule 211(h)(1)-2; Rule 211(h)(2)-3; Rule 211(h)(2)-1; Rule 211(h)(2)-2, and Rule...more

Recent Rulings from Delaware Chancery Favorable to Companies in Shareholder Activism Context

Two recent rulings from the Delaware Court of Chancery relating to matters that arose in shareholder activism campaigns were favorable to companies. In Paragon Technologies, Inc. v. Terence J. Cryan, et al. (November 30,...more

The CFTC Announces New Enforcement Advisory – Penalties, Monitors, and Admissions

On October 17, 2023, the Commodity Futures Trading Commission’s (“CFTC” or “Commission”) Division of Enforcement (“DOE”) released its latest enforcement advisory, providing guidance to CFTC staff on resolution of an...more

SEC Adopts Rules Enhancing Short Sale Disclosures

On October 13, 2023, the U.S. Securities and Exchange Commission (the “SEC”) adopted final rules requiring the reporting and disclosure of short sale trade data information. New Rule 13f-2 implements new obligations on...more

SEC Cyber Rules Published in Federal Register

The SEC’s Cybersecurity Risk Management Strategy, Governance, and Incident Disclosure Rules were officially published in the Federal Register on August 4, 2023 and go into effect on September 5, 2023....more

The SEC Adopts Cybersecurity Disclosure Regime for Public Companies

On July 26, 2023, the U.S. Securities and Exchange Commission adopted enhanced disclosure requirements regarding cybersecurity risk management, strategy, governance and incident reporting for public companies. The final rules...more

SEC Delays Finalized Cybersecurity Rules until Fall 2023

Based on recent changes to its rulemaking agenda, the Securities Exchange Commission has postponed the much anticipated release of its final rules for Cybersecurity Risk Management, Strategy, Governance and Incident...more

Closing in on Security-Based Swaps – SEC Finalizes Antifraud Rules

On June 7, 2023, the Securities and Exchange Commission adopted final rule 9j-1 (“Rule 9j-1”)1 under the Securities Exchange Act of 1934 (the “Act”). Rule 9j-1 is designed to prevent fraud, manipulation, and deception in...more

The Board is Set: Preparing for the SEC’s Upcoming Cybersecurity Rules

It has been a full year since the initial comment period closed on the Securities and Exchange Commission’s (“SEC”) proposed rule on cybersecurity disclosure, governance, and risk management for public companies (the...more

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