The U.S. Supreme Court limited the power of the Securities and Exchange Commission (SEC) to enforce civil penalties via in-house tribunals in its decision in SEC v. Jarkesy, released on June 27, 2024. In its decision,...more
The SEC Division of Examinations recently released its 2022 Division of Examinations “Priorities.” The 2022 Priorities provide critical insight into what the Division of Examinations (the “Division”) considers the most...more
4/1/2022
/ Broker-Dealer ,
Compliance ,
Cryptoassets ,
Data Security ,
Emerging Technologies ,
Environmental Social & Governance (ESG) ,
Investment Adviser ,
Private Funds ,
Regulation Best Interest ,
Retail Investors ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Supervision
The lack of specific guidance regarding failure to supervise liability for chief compliance officers (“CCOs”) has been a controversial and opaque topic that both FINRA and the SEC have struggled with for well over a decade....more
In recent years, the SEC has been conducting a nationwide and industry-wide “sweep” of investment advisory firms, pursuant to which it has opened investigations and brought enforcement actions against a multitude of...more
3/22/2022
/ Conflicts of Interest ,
Enforcement Actions ,
Failure To Disclose ,
Fiduciary Rule ,
Investment ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Regulation Best Interest ,
Revenue Sharing ,
Securities and Exchange Commission (SEC) ,
Transaction Fees
The televised “thud” of explosions in Ukraine has an ominous but deceptively distant tone. For many organizations the hostilities are closer at hand, in the form of cyberattacks that could spread beyond the Russian-Ukrainian...more
On Wednesday, the Securities and Exchange Commission announced proposed new cybersecurity risk management rules and amendments for investment advisers and investment companies. The proposed rules are designed to address...more
2/16/2022
/ Broker-Dealer ,
Cybersecurity ,
Disclosure Requirements ,
Investment Companies ,
Investment Funds ,
Investors ,
Popular ,
Proposed Amendments ,
Proposed Rules ,
Registered Investment Advisors ,
Reporting Requirements ,
Risk Management ,
Securities and Exchange Commission (SEC)
The SEC has, for many years, used broker-dealer and associated persons’ failure to create and maintain books and records as a basis for the imposition of serious penalties. In recent actions, it appears to be continuing—and...more
1/11/2022
/ Accounting ,
Auditors ,
Broker-Dealer ,
CFTC ,
Compliance ,
Derivatives ,
Enforcement Actions ,
Futures ,
Hedge Funds ,
Insider Trading ,
Investment Adviser ,
Policies and Procedures ,
Private Equity ,
Publicly-Traded Companies ,
Recordkeeping Requirements ,
Securities and Exchange Commission (SEC)
Robinhood, “an introducing broker-dealer that provides commission-free trading to retail customers through its website and mobile applications,” recently agreed to pay a record-setting amount of $70 million — consisting of a...more
On July 13, 2021, the SEC announced charges against Stable Road Acquisition Company (“Stable Road”), its sponsor, SRC-NI, its CEO, Brian Kabot, Stable Road’s proposed merger target Momentus Inc.(“Momentus”), and Momentus’s...more
7/16/2021
/ Audits ,
CEOs ,
Enforcement ,
Initial Public Offering (IPO) ,
Investment Adviser ,
Investors ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Securities Regulation ,
Special Purpose Acquisition Companies (SPACs)
Upcoming Changes to Rule 10b5-1:
The SEC is seeking to propose four key changes to executive stock trading plans under Rule 10b5-1 in October. Its Chairman, Gary Gensler, reported that the SEC is considering “freshen[ing]...more
7/2/2021
/ 10b5-1 Plans ,
Broker-Dealer ,
Compliance ,
EDGAR ,
Gary Gensler ,
Insider Trading ,
Investment Adviser ,
Market Manipulation ,
Proposed Amendments ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Trading Plans
On Tuesday, the U.S. Securities and Exchange Commission (“SEC”) announced that Gurbir Grewal will be the Director of the Division of Enforcement, effective July 26, 2021. Grewal has been the Attorney General of New Jersey...more
As publicly reported late last week, the Securities and Exchange Commission’s Division of Enforcement (SEC) sent voluntary requests for information to a range of public companies and investment firms seeking voluntary...more
6/24/2021
/ Audits ,
Broker-Dealer ,
Cyber Attacks ,
Cybersecurity ,
Data Breach ,
Investment Adviser ,
Popular ,
Publicly-Traded Companies ,
Request For Information ,
Securities and Exchange Commission (SEC) ,
SolarWinds ,
Voluntary Disclosure
On Friday June 4, 2021, Securities and Exchange Commission Chair Gary Gensler removed the head of the Public Company Accounting Oversight Board (PCAOB), an independent agency created by the Sarbanes-Oxley Act of 2002 that is...more
Responding to a “concern” from Chief Compliance Officers (CCOs) to the purported increase in enforcement actions holding compliance personnel personally liable, the New York City Bar Association recently released a framework...more
Alex Oh, U.S. Securities and Exchange Commission (SEC) Chair Gary Gensler’s pick for the agency’s Director of the Division of Enforcement, unexpectedly resigned on Wednesday amid growing criticism for her decades-long work as...more
5/3/2021
/ Administrative Resignation ,
Auditors ,
Broker-Dealer ,
Compliance ,
Derivatives ,
Enforcement ,
Futures ,
Gary Gensler ,
Hedge Funds ,
Insider Trading ,
Investment Adviser ,
Private Equity ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Supervision
On April 22, 2021, Ms. Alex Oh was named the new Director of the U.S. Securities and Exchange Commission’s (SEC) Division of Enforcement. Ms. Oh was most recently a partner in private practice where she served as co-chair of...more
As we await the impact of the Biden Administration on the direction of the SEC, we have been given a glimpse of what is to come in a speech last month by the newly confirmed commissioner, Caroline Crenshaw. Specifically,...more
As political leaders continue to debate how to address climate change, the SEC is poised to take (enforcement) action. In the latest example of how the Biden Administration is influencing the priorities the SEC, the agency...more
The Division of Examination’s (former OCIE) annual announcement of its exam priorities is always noteworthy, as it provides helpful insight into this division’s thinking and can serve as a roadmap for regulated entities to...more
3/10/2021
/ Anti-Money Laundering ,
Biden Administration ,
Climate Change ,
Cryptocurrency ,
Digital Assets ,
Environmental Social & Governance (ESG) ,
FinTech ,
Innovation ,
Investment Adviser ,
Libor ,
Market Infrastructure ,
OCIE ,
Regulation Best Interest ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC)
On January 8, 2021, without admitting or denying the findings, VALIC Financial Advisors, Inc., (VALIC) entered into a settlement with FINRA Enforcement, through an Acceptance, Waiver and Consent (AWC) where the factual...more
As the cannabis industry continues to evolve and generate capital raising and investment opportunities, the SEC Division of Enforcement will continue to closely keep watch and target the bad actors that new market...more
1/27/2021
/ Accounting ,
Bad Actors ,
Broker-Dealer ,
Cannabis-Related Businesses (CRBs) ,
Capital Raising ,
Compliance ,
Enforcement Actions ,
Futures ,
Insider Trading ,
Investors ,
Marijuana Related Businesses ,
Securities and Exchange Commission (SEC) ,
Supervision
Further to the Securities and Exchange Commission (“SEC” or the “Commission”)’s ongoing review of investment advisers offering wrap fee programs, on December 23, 2020, the Commission announced a settlement with Pruco...more
Closing out 2020, the SEC’s Division of Examinations (OCIE) issued a Statement on Recent and Upcoming Regulation Best Interest Examinations. There the Division of Examinations announced its intention “to begin its next phase...more
On January 18, 2021, the incoming President’s Transition Team announced additional key administration post nominees, including Mr. Gary Gensler as SEC Chair. The announcement specifically provided the following regarding Mr....more
1/20/2021
/ Administrative Proceedings ,
Biden Administration ,
Broker-Dealer ,
Compliance ,
Hedge Funds ,
Insider Trading ,
Investment Adviser ,
New Legislation ,
Private Equity ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Supervision
Last week, on December 16, 2020, Chinese-based coffee chain Luckin Coffee Inc. (“Luckin”) agreed to a $180 million settlement with the United States Securities and Exchange Commission (“SEC”). Luckin’s American Depositary...more
12/23/2020
/ Anti-Fraud Provisions ,
China ,
Compliance ,
Earnings Management ,
Financial Reporting ,
Foreign Entities ,
Foreign Issuers ,
Fraud ,
Investigations ,
Investors ,
Scienter ,
Securities and Exchange Commission (SEC) ,
Settlement ,
Supervision