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SEC Staff Legal Bulletin Addresses Use of Proxy Advisory Firms by Advisers and Reliance by Proxy Advisory Firms on Proxy Rules...

The SEC’s Divisions of Investment Management and Corporation Finance issued Staff Legal Bulletin No. 20 (the “Guidance”) which provides guidance from the Division of Investment Management to investment advisers on their...more

CFTC Staff Provides Guidance on Auditor Independence Requirements Under FCM Customer Protection Rules

The CFTC’s Division of Swap Dealer and Intermediary Oversight (the “Division”) issued an interpretive letter regarding the auditor independence standards included in CFTC Regulation 1.16, specifically as it applies to...more

SEC Further Extends Securities Law Exemptions for Security-Based Swaps

The SEC adopted amendments to the expiration dates of certain interim final rules adopted in July 2011. The interim final rules provide exemptions under the Securities Act of 1933, the Securities Exchange Act of 1934, and...more

House Passes Bill to Increase Shareholder Count Thresholds Triggering Securities Exchange Act Registration/Deregistration...

On January 14, 2014, the House of Representatives passed H.R. 801, the Holding Company Registration Threshold Equalization Act of 2013 (the “Act”), which would increase the number of shareholders that trigger registration and...more

SEC Adopts Amendments Removing References to Credit Ratings from Exchange Act Rules Relating to Broker-Dealer Financial...

The SEC issued Release No. 34-71194 (the “Adopting Release”) adopting amendments under the Securities Exchange Act of 1934 (the “Exchange Act”) that remove references to credit ratings by ratings agencies (including...more

SEC Settles Administrative Proceedings Against CDO Sponsor and Collateral Manager Over Influence of Hedge Fund Firm on Collateral...

The SEC settled public administrative proceedings against Merrill, Lynch, Pierce, Fenner & Smith Inc. (the “Sponsor”) relating to the structuring and marketing of three collateralized debt obligations (“CDOs”) and separately...more

SEC Approves Limited Exception to Anti-Spinning Provision of FINRA Rule 5131

The SEC has issued an order (the “Order”) approving an amendment (the “Amendment”) to FINRA Rule 5131 relating to New Issue Allocations and Distributions (the “Rule”). (The text of the Amendment is available in Exhibit 5 of...more

SEC Staff Issues Guidance Regarding Compliance with Limitations on Participation in Follow-On and Secondary Offerings Imposed on...

The SEC’s Office of Compliance Inspections and Examinations issued a National Exam Program Risk Alert (the “Risk Alert”) highlighting compliance issues relating to Rule 105 of Regulation M of the Securities Exchange Act of...more

SEC Adopts Final Rules for Municipal Advisors

The SEC issued final rules requiring the registration of municipal advisors in SEC Release No. 34-70462 (the “Release”). The rules implement Section 975 of the Dodd-Frank Act, which amended Section 15B of the Securities...more

Agencies Re-Propose Rule Implementing Risk Retention Requirements of Dodd-Frank Act

On August 28, 2013, the FDIC, OCC, FRB, SEC, Federal Housing Finance Agency, and Department of Housing and Urban Development (collectively, the “Agencies”) issued a second Notice of Proposed Rulemaking (the “revised...more

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