In a significant enforcement action, the SEC sanctioned a private fund manager for failing to establish and maintain adequate policies and procedures to prevent the misuse of material nonpublic information (MNPI) while...more
9/9/2024
/ Collateralized Loan Obligations ,
Compliance ,
Enforcement Actions ,
Equity ,
Fraud ,
Investment Advisers Act of 1940 ,
MNPI ,
Policies and Procedures ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934
On June 14, 2024, the SEC announced an enforcement action settlement with a Pennsylvania-based hedge fund manager for violating the Marketing Rule under the Investment Advisers Act. The SEC found that the adviser had misled...more
To understand the litigation and regulatory risks that are coming in 2024 for private capital, it is helpful to look back briefly on recent events. Arguably, the single most important event over the last 18 months was the...more
3/19/2024
/ Acquisitions ,
Asset Management ,
Cryptocurrency ,
Cybersecurity ,
Dispute Resolution ,
Enforcement Actions ,
Fund Managers ,
Hedge Funds ,
Interest Rates ,
Investment Management ,
Investors ,
Mergers ,
Private Equity ,
Private Funds ,
Regulatory Agenda ,
Regulatory Reform ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Technology Sector
On November 14, 2023, the SEC’s Division of Enforcement announced its Enforcement Results for Fiscal Year 2023. Below are some key takeaways for fund managers:
The Commission brought 760 total enforcement actions in FY...more
11/21/2023
/ Broker-Dealer ,
Civil Monetary Penalty ,
Disgorgement ,
Enforcement ,
Enforcement Actions ,
Environmental Social & Governance (ESG) ,
Investment Adviser ,
Investment Companies ,
Noncompliance ,
Private Funds ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Settlement ,
Whistleblower Awards ,
Whistleblowers
Since 2015, the SEC has brought nearly two dozen enforcement actions for violations of the whistleblower protection rules under Rule 21F-17(a) against employers for actions taken to impede reporting to the SEC. The bulk of...more
10/19/2023
/ Carve Out Provisions ,
Compliance ,
Confidentiality Agreements ,
Enforcement Actions ,
Financial Industry Regulatory Authority (FINRA) ,
Penalties ,
Risk Mitigation ,
Securities and Exchange Commission (SEC) ,
Separation Agreement ,
Settlement Agreements ,
Whistleblower Protection Policies ,
Whistleblowers
The gloves are off. The SEC’s recent enforcement actions against leading crypto exchanges suggest that the SEC has decided that time’s up for the crypto industry as it currently exists in the United States....more
6/15/2023
/ Broker-Dealer ,
Clearing Agencies ,
Coinbase ,
Crypto Exchanges ,
Cryptocurrency ,
Enforcement Actions ,
Howey ,
Infrastructure ,
Popular ,
Securities ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Simple Agreement for Future Tokens (SAFT)
As we reported here, on May 5, 2023, the SEC issued an award of $279 million to a whistleblower. This is the largest award the SEC has issued to an individual whistleblower in the history of the SEC Office of the...more
Recent enforcement actions highlight the increased regulatory scrutiny that private funds may face with respect to internal cybersecurity protocols and responses to cyber-crimes and cyber incidents under new and updated...more
5/23/2023
/ Coinbase ,
Compliance ,
Cyber Crimes ,
Cybersecurity ,
Enforcement Actions ,
Investment Advisers Act of 1940 ,
Investment Company Act of 1940 ,
New Legislation ,
Popular ,
Privacy Laws ,
Private Funds ,
Robinhood Financial ,
Sanctions ,
Securities and Exchange Commission (SEC)
The SEC’s Enforcement Division is conducting a sweep investigation of large investment advisers regarding their employees’ use of “off-channel” communications. The sweep, which has been widely reported in the press, focuses...more
4/25/2023
/ Asset Management ,
Breach of Duty ,
Compliance ,
Enforcement Actions ,
Fiduciary Duty ,
Investigations ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Private Funds ,
Recordkeeping Requirements ,
Securities and Exchange Commission (SEC)
Government scrutiny of the crypto market has been sharply increasing in recent months on the criminal and civil enforcement fronts.
In parallel proceedings that will be seen in other digital asset contexts — as in the...more
3/15/2023
/ Blockchain ,
CFTC ,
Coinbase ,
Corporate Counsel ,
Criminal Investigations ,
Crypto Exchanges ,
Cryptoassets ,
Cryptocurrency ,
Department of Justice (DOJ) ,
Digital Assets ,
Enforcement Actions ,
Howey ,
Insider Trading ,
SCOTUS ,
Securities and Exchange Commission (SEC)
In congressional testimony on Thursday, September 15, U.S. Commodity Futures Trading Commission (CFTC) Chairman Rostin Behnam urged U.S. Senators to pass a bill that would explicitly grant the CFTC broad regulatory oversight...more
In Jarkesy v. Securities and Exchange Commission, the Court of Appeals for the Fifth Circuit issued a remarkable opinion holding numerous aspects of the SEC’s administrative enforcement regime are unconstitutional. The May...more
5/23/2022
/ Adjudicatory Process ,
Administrative Law Judge (ALJ) ,
Administrative Proceedings ,
Appeals ,
Article II ,
Constitutional Challenges ,
Enforcement Actions ,
Enforcement Authority ,
Lack of Authority ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Securities Violations
Over the past few years, the SEC has brought fewer insider trading and Material Non-Public Information (MNPI)-related cases compared to historical numbers. We expect to see a reversal of that trend in 2022.
The SEC has...more
The SEC’s push to regulate the next generation of blockchain-based applications will likely give rise to disputes and enforcement actions, particularly in the developing decentralized finance (DeFi) space....more
The SEC prevailed on a motion to dismiss a closely watched lawsuit alleging that a company employee had engaged in insider trading based on news about a not-yet-public corporate acquisition when he purchased securities of a...more
For much of 2021, the SEC has been in transition. New Enforcement staff have been settling into their roles since April of 2021, when Gary Gensler was confirmed and sworn in as Chair of the SEC. Under former Chairman Jay...more
1/6/2022
/ Cryptocurrency ,
Disruptive Trading Practices ,
Enforcement Actions ,
Fund Managers ,
Hedge Funds ,
Investment Management ,
Private Equity ,
Private Funds ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Special Purpose Acquisition Companies (SPACs)
On November 18, 2021, the SEC’s Division of Enforcement announced its Enforcement Results for Fiscal Year 2021, and there are a few key takeaways for fund managers....more
With new types of digital assets and related business on the rise, federal authorities have been busy investigating. Recently, the SEC, FinCEN and the CFTC have imposed some notable settlements involving cryptocurrency...more
8/27/2021
/ Bank Secrecy Act ,
BitMEX ,
CFTC ,
Cryptocurrency ,
Decentralized Finance (DeFi) ,
Digital Assets ,
Enforcement Actions ,
FinCEN ,
Popular ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Securities Transactions ,
Securities Violations ,
Trading Platforms ,
Unregistered Securities ,
Virtual Currency
The SEC recently charged a former employee of a biopharmaceutical company with insider trading in advance of an acquisition but with a unique twist: Trading the securities of a company unrelated to the merger. ...more
8/25/2021
/ Acquisition Agreements ,
Enforcement Actions ,
Insider Trading ,
Misappropriation ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Securities Litigation ,
Securities Transactions ,
Securities Violations ,
Stock Options ,
Stock Prices
The U.S. Securities and Exchange Commission (“SEC”) has brought an enforcement action against a special purpose acquisition company (“SPAC”) and its major participants, highlighting enhanced regulatory scrutiny of SPACs and...more
From February 23 – March 18th Proskauer will host its second annual Private Credit Summit. This interactive virtual event will bring together leaders in the Private Credit industry, including lenders, private equity firms,...more
3/5/2021
/ Borrowers ,
Compensation ,
Contract Terms ,
Corporate Executives ,
Creditors ,
Deal Price ,
Debt ,
Debt Market ,
Debtors ,
Direct Lending ,
Enforcement Actions ,
Fund Managers ,
Fund Sponsors ,
Fundraisers ,
Investment Adviser ,
Investment Management ,
Investment Opportunities ,
Investors ,
Liability ,
Liquidity ,
Private Equity ,
Private Equity Firms ,
Private Lenders ,
Regulatory Requirements ,
Restructuring ,
Webinars
As President Biden continues to assemble his economic team, reports have emerged that President Biden will nominate Gary Gensler as the next Chair of the SEC. The nomination of Mr. Gensler would clearly signal a more...more
One driver for the first widely adopted cryptocurrency Bitcoin was to create a store of value that existed outside of government control. It is therefore no surprise that attempts to regulate the rapidly developing crypto...more
1/8/2021
/ Bitcoin ,
CFTC ,
Cryptoassets ,
Cryptocurrency ,
Enforcement Actions ,
Financial Conduct Authority (FCA) ,
FinCEN ,
HMRC ,
Initial Coin Offering (ICOs) ,
International Tax Issues ,
Securities and Exchange Commission (SEC) ,
UK
On Monday the SEC announced its enforcement results for FY 2020, accompanied by a report from the Director of its Division of Enforcement. This report confirms what we have seen over the past year for private fund managers:...more
We have seen the SEC increase its focus on valuation of privately-held portfolio companies recently. The SEC’s increased focus is in line with our prediction made in the Top Ten Regulatory and Litigation Risks for Private...more
9/1/2020
/ Anti-Fraud Provisions ,
Compliance ,
Enforcement Actions ,
GAAP ,
Internal Controls ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Portfolio Companies ,
Private Equity Funds ,
Privately Held Corporations ,
Securities and Exchange Commission (SEC) ,
Transparency