Just before we said goodbye to 2020, the Securities and Exchange Commission (SEC) finalized amendments to its advertising and solicitation rules under the Investment Advisers Act of 1940, as amended (Advisers Act). The SEC...more
Covering legal developments and regulatory news for funds, their advisers and industry participants through October of 2020. ...more
11/17/2020
/ Accredited Investors ,
Amended Regulation ,
Coronavirus/COVID-19 ,
Investment Management ,
OCIE ,
Proxy Voting ,
Retail Investors ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation ,
Shareholders
Raising investment capital through private offerings has always been a challenge, especially for new and emerging investment managers. COVID-19 has exasperated this challenge by significantly limiting traditional means of...more
10/16/2020
/ Accredited Investors ,
Advertising ,
Capital Raising ,
Coronavirus/COVID-19 ,
General Solicitation ,
Investment Management ,
JOBS Act ,
Marketing ,
Private Placements ,
Regulation D ,
Rule 506(c) ,
Securities and Exchange Commission (SEC)
At the October 7, 2020 open meeting of the Securities and Exchange Commission (SEC), Chairman Jay Clayton announced that the Staff of the Commission proposed to grant exemptive relief, permitting natural persons to engage in...more
10/9/2020
/ Accredited Investors ,
Broker-Dealer ,
Capital Markets ,
Exemptions ,
Exemptive Relief ,
Financial Industry Regulatory Authority (FINRA) ,
Finders ,
Investment Advisers Act of 1940 ,
Registered Representatives ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation
In this podcast, Greg Nowak, a partner in Troutman Pepper’s Investment Management and Compliance and Hedge Funds Practice Groups, is joined by Evan Katz, Managing Director of Crawford Ventures, Inc., for a candid review of...more
9/30/2020
/ Accredited Investors ,
Broker-Dealer ,
Capital Raising ,
CFTC ,
Compliance ,
Coronavirus/COVID-19 ,
Cross Trading ,
Cryptocurrency ,
Disclosure Requirements ,
Enforcement Actions ,
Financial Industry Regulatory Authority (FINRA) ,
Fund Expenses ,
Initial Coin Offering (ICOs) ,
Investment Management ,
Investors ,
Merchant Cash Advance (MCA) ,
Rule 506(c) ,
Securities and Exchange Commission (SEC) ,
Securities Transactions ,
Token Sales
RULEMAKING AND GUIDANCE -
SEC Adopts Amendments to Exemptive Applications Procedures -
On July 6, 2020, the U. S. Securities and Exchange Commission adopted rule amendments to establish an expedited review procedure...more
9/21/2020
/ Amended Rules ,
Compliance ,
Department of Labor (DOL) ,
Employee Retirement Income Security Act (ERISA) ,
Ethics ,
Fiduciary Rule ,
Final Rules ,
Financial Institutions ,
Individual Retirement Account (IRA) ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Companies ,
Investment Management ,
New Rules ,
OCIE ,
Securities and Exchange Commission (SEC)
SEC Grants Additional COVID-19 Relief to Business Development Companies -
On April 8, the SEC issued an order granting relief to business development companies (BDCs) by permitting BDCs to issue and sell senior securities...more
6/17/2020
/ Business Development Companies ,
Closed-End Funds ,
Co-Investment Rights ,
Coronavirus/COVID-19 ,
Form ADV ,
Form CRS ,
Investment Company Act of 1940 ,
Investment Management ,
OCIE ,
Offerings ,
Regulation Best Interest ,
Relief Measures ,
Risk Alert ,
Securities and Exchange Commission (SEC) ,
WKSIs
On January 7, the SEC’s Office of Compliance Inspections and Examinations (OCIE) announced its 2020 national examination priorities. This is the eighth year that OCIE has published its fiscal year examination priorities. ...more
1/31/2020
/ Digital Assets ,
Examination Priorities ,
Financial Industry Regulatory Authority (FINRA) ,
FinTech ,
Information Security ,
MSRB ,
OCIE ,
Registered Investment Advisors ,
Registered Investment Companies (RICs) ,
Retail Investors ,
Robo-Advisors ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC)
SEC Proposes to Update Accredited Investor Definition to Increase Access to Investments -
On December 18, 2019, the Securities and Exchange Commission (SEC) proposed amendments to the definition of “accredited investor” in...more
1/27/2020
/ Derivatives ,
ETFs ,
Fiduciary Duty ,
Financial Markets ,
Form N-CEN ,
Form N-LIQUID ,
Form N-PORT ,
Global Code of Ethics ,
Investment Adviser ,
Investment Management ,
OCIE ,
Proposed Rules ,
Registered Investment Companies (RICs) ,
Regulatory Oversight ,
Regulatory Requirements ,
Reporting Requirements ,
Repurchase Agreements ,
Revenue Sharing ,
Risk Management ,
Rule 18f-4 ,
Rule 6c-11 ,
Rulemaking Process ,
Section 15(c) ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Share Classes ,
Wealth Management
Gregory J. Nowak, a partner and practice leader for hedge funds in Pepper Hamilton’s Private Fund Services Practice Group, hosts a series of candid, interactive webinar discussions for West LegalEdcenter on what is going on...more
1/10/2020
/ Civil Monetary Penalty ,
Department of Justice (DOJ) ,
Disgorgement ,
Enforcement Actions ,
Equitable Relief ,
Financial Industry Regulatory Authority (FINRA) ,
Fund Managers ,
Injunctions ,
Investment Firms ,
Investment Funds ,
Investment Management ,
Remediation ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Securities Violations ,
Self-Reporting
SEC Adopts ETF Rule -
On September 25, 2019, the Securities and Exchange Commission (SEC) unanimously adopted Rule 6c-11 under the 1940 Act to modernize the regulation of exchange-traded funds by establishing a clear and...more
10/23/2019
/ Bank of New York (BNY) Mellon ,
Broker-Dealer ,
Disclosure Requirements ,
ETFs ,
Exchange-Traded Products ,
Exemptive Relief ,
Form N-1A ,
Investment Adviser ,
Investment Management ,
Mortgage Servicing Rules ,
No-Action Relief ,
OCIE ,
Popular ,
Prospectus ,
Proxy Voting Guidelines ,
Risk Alert ,
Rule 6c-11 ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Trading Platforms ,
Transparency
Covering legal developments and regulatory news for registered funds, their advisers and industry participants through June 30, 2019.
Auditor Independence With Respect to Certain Loans or Debtor-Creditor Relationships -
On...more
7/19/2019
/ Broker-Dealer ,
Capital Formation ,
Common Reporting Standard (CRS) ,
Conflicts of Interest ,
Duty of Care ,
Duty of Loyalty ,
ETFs ,
Fiduciary Duty ,
Financial Markets ,
Financial Services Industry ,
Form CRS ,
Investment Management ,
Investor Protection ,
Public Comment ,
Regulation Best Interest ,
Regulation S-X ,
Regulatory Standards ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The Commodity Futures Trading Commission (CFTC) has now made it clear that, in its view, certain initial coin offerings (ICOs) within the United States or affecting U.S. residents may be within its jurisdiction. On October...more
10/19/2017
/ Blockchain ,
CFTC ,
Cryptocurrency ,
Digital Currency ,
Distributed Ledger Technology (DLT) ,
Dodd-Frank ,
Financial Markets ,
Initial Coin Offering (ICOs) ,
Regulatory Oversight ,
Securities and Exchange Commission (SEC) ,
Token Sales ,
Unregistered Securities ,
Virtual Currency
Two initial coin offerings (ICOs) were the target of a Securities and Exchange Commission (SEC) enforcement action filed on September 29. Based on the SEC’s descriptions, both ICOs, on their face, appear to be frauds, with...more
10/5/2017
/ Blockchain ,
Digital Currency ,
Distributed Ledger Technology (DLT) ,
Enforcement Actions ,
Financial Markets ,
Initial Coin Offering (ICOs) ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Token Sales ,
Unregistered Securities ,
Virtual Currency
In a long-awaited move, the SEC released amendments to Form ADV, the uniform form used by investment advisers to register with, or report to, the SEC and state securities authorities. The changes are effective for filings...more
Many initial coin offerings (ICOs) have recently raised large amounts of capital without the regulatory constraints of traditional initial public offerings (IPOs) and other capital-raising strategies. On July 25, the U.S....more
7/28/2017
/ Blockchain ,
Digital Currency ,
Distributed Ledger Technology (DLT) ,
Financial Institutions ,
Financial Markets ,
Howey ,
Initial Coin Offering (ICOs) ,
Popular ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Token Sales ,
Unregistered Securities ,
Virtual Currency
The Securities and Exchange Commission (SEC) recently released additional interpretations of the Custody Rule, Rule 206(4)-2 under the Investment Advisers Act of 1940. Registered investment advisers that have custody of...more
Because of the implementation of new regulatory requirements relating to both variation and initial margin for swaps, swap documentation for many market participants is about to become much more complicated....more
2/13/2017
/ AIG ,
Basel Committee on Banking Supervision (BCBS) ,
CFTC ,
Credit Support Annex (CSA) ,
Dodd-Frank ,
End-Users ,
Financial Institutions ,
FX Swaps ,
ISDA ,
Jurisdiction ,
Margin Requirements ,
Over The Counter Derivatives (OTC) ,
Regulatory Standards ,
Securities ,
Securities and Exchange Commission (SEC) ,
Swap Dealers ,
Swap Market ,
Swaps
Industry participants are well-advised to review their practices to ensure compliance with the Advisers Act, and the SEC’s and SEC’s Staff’s interpretations of when registration as a broker-dealer is required....more
It is important for registered investment advisers to determine if the correct workers – regardless of employee or consultant labels — have been designated as Access Persons.
Originally published as a guest post on Hedge...more
There are a number of issues that FinCEN must still address, but comments to the proposed rule do not raise any material issues that will prevent the agency from issuing a final rule in 2016.
The Financial Crimes...more
On October 30, 2015, the Securities and Exchange Commission (SEC) adopted final crowdfunding rules. More than two years after the publication of the proposed crowdfunding rules, the SEC approved regulations that permit...more
11/4/2015
/ Blue Sky Laws ,
Broker-Dealer ,
Capital Raising ,
Compliance ,
Crowdfunding ,
Disclosure Requirements ,
EDGAR ,
Federal Register ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Institutions ,
Initial Public Offering (IPO) ,
Investment ,
Investors ,
JOBS Act ,
Regulation D ,
Reporting Requirements ,
Rule 506 Offerings ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC)
The U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) published a notice of proposed rulemaking (the Proposed Rule) on September 1, 2015 that would impose anti-money laundering (AML) requirements for investment...more
10/2/2015
/ Anti-Money Laundering ,
BSA/AML ,
Closed-End Funds ,
Compliance ,
Dodd-Frank ,
Financial Institutions ,
FinCEN ,
Investment ,
Investment Adviser ,
Investors ,
Money Laundering ,
Mutual Funds ,
Patriot Act ,
Pooled Investment Vehicles ,
Registered Investment Advisors ,
SAR ,
SBIC ,
Securities and Exchange Commission (SEC) ,
Suspicious Activity Reports (SARs) ,
U.S. Treasury
In This Presentation:
- Personnel Changes
- Insider Trading
- Pay to play prohibitions under fire
- F Squared – Administrative proceeding (December 22, 2014)
- Reliance Financial Advisors --...more
Pepper Hamilton’s Julia D. Corelli and PEF Services’ Anne Anquillare and Mark Heil, joined Pepper’s Gregory J. Nowak for his monthly webinar which he hosts for West LegalEdcenter. This month the webinar discussed a recent...more