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Election season brings political contribution rule to forefront for investment advisers

It’s election season in America – and for investment advisers (registered or exempt), that means a renewed focus on Rule 206(4)-5, the political contributions rule, commonly known as the “pay-to-play rule.”...more

Staples on LP stake sales in secondaries

It is now no longer uncommon that as a condition to approving the transfer of a limited partner ("LP") interest in a private fund, the general partner ("GP") of such fund may seek a stapled primary commitment to its newest...more

Roll and sell elections on GP-led transactions

For the investment teams of pension funds, endowment funds, family offices and similar institutional investors investing in private funds, barely a week goes by without their inboxes filling up with a long election booklet...more

CTA regulations set to take effect in January 2024 with obligations for some private fund sponsors

Effective January 1, 2024, new Treasury regulations under the Corporate Transparency Act (CTA) will require many U.S. entities and foreign entities doing business in the United States to report identifying beneficial owner...more

Direct auction sale or GP-leds: the alternative dual track?

Private equity funds have, in the past, run dual track exit processes in which an exit by way of initial public offering (“IPO”) or direct auction sale have been simultaneously pursued. Whilst the IPO markets are, for the...more

SEC introduces sweeping new rules for private funds – what it means for APAC investors

The United States (U.S.) Securities and Exchange Commission (SEC) has passed new rules imposing new requirements and obligations on the private fund industry. Whilst the rules are significantly less onerous than originally...more

SEC adopts final rule implementing private fund reforms

The U.S. Securities and Exchange Commission (SEC) adopted final private fund rules under the U.S. Investment Advisers Act of 1940 (the Advisers Act) on August 23, 2023. Although the final rules are significantly less onerous...more

SEC proposes new regulation to address AI conflicts concerns

The U.S. Securities and Exchange Commission (the SEC) proposed new rules for broker-dealers and registered investment advisers (RIAs) on Wednesday, July 26, 2023 that are intended to address potential conflicts of interest...more

SEC adopts overhaul to Form PF, requiring more frequent reporting for some advisers

The U.S. Securities and Exchange Commission (SEC) adopted final amendments to Form PF, the confidential reporting form required for certain SEC-registered investment advisers (RIAs) to private funds, on 3 May 2023. The...more

ILPA releases considerations for continuation fund transactions

The Institutional Limited Partners Association (ILPA) released considerations for both limited partners (LPs) and general partners (GPs) in respect of continuation fund transactions, including GP-led secondaries, in May 2023....more

SEC proposes overhaul of ‘custody rule’ to include all assets as part of new ‘safeguarding rule’

The U.S. Securities and Exchange Commission (SEC) proposed broad changes to Advisers Act Rule 206(4)-2, popularly known as the “custody rule,” on February 15, 2023. The amendments would create a new Rule 223-1 that would...more

SEC releases 2023 examination priorities for investment advisers

On February 7, the Division of Examinations within the U.S. Securities and Exchange Commission (the SEC) released its annual list of examination priorities for investment advisers regulated by the SEC under the U.S....more

Joint SEC-CFTC proposal would overhaul Form PF reporting

The U.S. Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC) proposed joint amendments to Form PF, a confidential reporting form required of certain SEC-registered investment advisers...more

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

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

SEC releases 2022 examination priorities with focus on private funds

On March 29, the Division of Examinations1 (the Division) within the U.S. Securities and Exchange Commission (the SEC) released its annual list of examination priorities for investment advisers regulated by the SEC under the...more

SEC proposes reforms to enhance private fund transparency

The U.S. Securities and Exchange Commission (SEC) proposed new rules promulgated under the U.S. Advisers Act of 1940 (the Advisers Act) on Wednesday, 9 February 2022. Pointing to over US$18 trillion in assets under private...more

Aerospace and Defense Insights | SPAC transactions update: Are space and satellite companies still good candidates?

Since late 2019, space- and satellite-based companies and other companies in the aerospace and defense sector have been the focus of interest from special purpose acquisition companies (SPACs). Similarly, SPACs have been...more

Aerospace & Defense Insights | Special purpose acquisition company (SPAC) transactions: Are space and satellite companies good...

Since late 2019, space- and satellite-based companies and other companies in the aerospace and defense sector have been the focus of interest from special purpose acquisition companies (SPACs). Similarly, SPACs have been...more

SEC proposes narrow broker-dealer registration exemption for finders

The U.S. Securities and Exchange Commission (SEC) proposed a new exemptive order on Wednesday, October 7, which would exempt certain “finders” from broker-dealer registration under Section 15(a) of the U.S. Securities...more

SEC amends rules to expand on definition of "accredited investor"

The U.S. Securities and Exchange Commission (SEC) adopted amendments on Wednesday, August 26 to several rules under the U.S. Securities Act of 1933 (Securities Act) to modernize, expand, and clarify the definition of...more

Secondary Transactions: ECI Withholding Amount and Partnership Liabilities

Proposed regulations have recently been issued by the U.S. Internal Revenue Services (IRS) under a withholding provision of U.S. tax law enacted in 2017 that imposes withholding tax on a non-U.S. person’s sale (or other...more

New ILPA Guidelines for LPs on GP-led Fund Restructurings

GP-led Fund Restructurings have become an increasingly important part of the private equity secondaries market, accounting for 40% of 2018's US$70 billion secondaries activity according to ILPA....more

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