On July 31, 2023, the SEC’s Division of Examinations issued a risk alert presenting observations regarding deficiencies with respect to compliance with key anti-money laundering (AML) requirements observed in compliance...more
On July 26, 2023, the SEC issued proposed rules under the Securities Exchange Act of 1934 and the Investment Advisers Act of 1940 to address conflicts of interest that the SEC believes are associated with the use by...more
On July 26, 2023, the SEC issued proposed rules under the Investment Advisers Act of 1940 to narrow the types of smaller investment advisers that can register with the SEC in reliance on the Internet adviser exemption....more
On July 12, 2023, in a 3-2 vote, the SEC adopted amendments to Rule 2a-7 under the Investment Company Act of 1940, representing the SEC’s latest reforms of the rules governing money market funds in its effort to improve their...more
New Rules, Proposed Rules, Guidance and Alerts -
NEW RULES -
SEC Amends Financial Reporting Rules for Investment Company Business Combination Transactions -
On May 20, 2020, the SEC adopted amendments to the...more
7/6/2020
/ Best Interest Standard ,
Closed-End Funds ,
Federal Reserve ,
Financial Reporting ,
Form CRS ,
Investment Companies ,
Investment Company Act of 1940 ,
No-Action Letters ,
Publicly-Traded Companies ,
Regulatory Standards ,
Securities and Exchange Commission (SEC) ,
Term Asset-Backed Securities Loan Facility (TALF) ,
Voting Requirements
On May 27, 2020, the staff of the SEC’s Division of Investment Management withdrew previously issued guidance addressing the intersection between state control share acquisition statutes (control share statutes) and the...more
On May 20, 2020, the SEC adopted amendments to the financial statement disclosure requirements under Regulation S-X related to acquisitions and dispositions involving investment companies.
First, the amendments streamline...more
As previously reported, in March 2020, the SEC issued exemptive orders providing relief from certain provisions of the Investment Company Act of 1940 to registered funds in light of the outbreak of coronavirus disease 2019...more
On May 27, 2020, the SEC staff issued a no-action letter to the Investment Company Institute (ICI) and the Securities Industry and Financial Markets Association (SIFMA) permitting registered funds to participate in the Term...more
On June 15, 2020, SEC Chairman Jay Clayton released a public statement confirming the June 30, 2020 compliance date for Regulation Best Interest (Reg BI) and Form CRS. Reg BI establishes a new standard of conduct for...more
New Rules, Proposed Rules, Guidance and Alerts -
PROPOSED RULES -
SEC Proposes New Fair Valuation Framework for Registered Funds -
Under the Investment Company Act of 1940, securities held by a fund for which...more
Under the Investment Company Act of 1940, securities held by a fund for which market quotations are readily available are to be priced at current market value, and securities for which market quotations are not readily...more
COVID-19 RELATED DEVELOPMENTS –
SPECIAL REGULATORY UPDATE –
New SEC Guidance on PPP Loans, Form ADV Brochure Delivery and the Custody Rule -
On April 27, 2020, the staff of the Securities and Exchange Commission (the...more
This Alert focuses on special considerations for closed-end funds registered under the Investment Company Act of 1940, as amended (the ‘1940 Act’), arising from COVID-19 (coronavirus) and related regulatory relief of interest...more
COVID-19 RELATED DEVELOPMENTS -
SPECIAL REGULATORY UPDATE -
SEC Updates Investment Company Act Exemptive Order in Response to COVID-19 -
On March 25, 2020, the Securities and Exchange Commission (“SEC”) issued an...more
4/6/2020
/ Annual Meeting ,
Coronavirus/COVID-19 ,
Corporate Governance ,
Disclosure Requirements ,
Filing Deadlines ,
Filing Requirements ,
Publicly-Traded Companies ,
Relief Measures ,
Required Forms ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Shareholder Meetings ,
State of Emergency ,
Virtual Meetings
On March 13, 2020, the staff of the SEC’s Division of Investment Management and Division of Corporation Finance issued guidance in response to various inquiries from issuers and shareholders regarding compliance with the...more
New Rules, Proposed Rules, Guidance and Alerts –
PROPOSED RULES –
Agencies Propose Volcker Rule Amendments Relating to Covered Funds –
On January 30, 2020, the Federal Reserve Board, FDIC, OCC, SEC and CFTC proposed...more
3/3/2020
/ Cybersecurity ,
Financial Industry Regulatory Authority (FINRA) ,
Foreign Investment Fund ,
Investment Funds ,
New Guidance ,
OCIE ,
Proposed Rules ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Sub-advisers ,
Volcker Rule
On January 21, 2020, the SEC issued a notice of its intention to grant exemptive relief to a registered fund and its investment adviser that would permit the fund’s board to approve new sub-advisory agreements and material...more
On January 7, 2020, the SEC’s Office of Compliance Inspections and Examinations (OCIE) announced its 2020 examination priorities for regulated entities, including investment advisers and registered funds. The examination...more
2/27/2020
/ Anti-Money Laundering ,
Best Interest Standard ,
Broker-Dealer ,
Conflicts of Interest ,
Due Diligence ,
Environmental Social & Governance (ESG) ,
Fiduciary Duty ,
Financial Industry Regulatory Authority (FINRA) ,
FinTech ,
Investment Adviser ,
Investment Funds ,
MSRB ,
OCIE ,
Registered Investment Advisors ,
Retail Investors ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC)
On January 30, 2020, the Federal Reserve Board, FDIC, OCC, SEC and CFTC proposed amendments to certain Volcker Rule restrictions relating to banking entity activities with hedge funds or private equity funds (covered funds)....more
2/27/2020
/ Banking Sector ,
CFTC ,
Comment Period ,
Covered Funds ,
FDIC ,
Federal Reserve ,
Financial Regulatory Agencies ,
Foreign Investment Fund ,
Hedge Funds ,
OCC ,
Private Equity Funds ,
Proposed Amendments ,
SBIC ,
Securities and Exchange Commission (SEC) ,
Volcker Rule
On January 27, 2020, the SEC’s Office of Compliance Inspections and Examinations (OCIE) published observations from its examinations of regulated entities, including funds and investment advisers, to assist those entities in...more
On January 9, 2020, FINRA released its 2020 Risk Monitoring and Examination Priorities Letter for its member firms. The exam priorities are organized into four categories: (1) sales practice and supervision; (2) market...more
2/27/2020
/ Best Execution ,
Compliance ,
Consolidated Audit Trail ,
Digital Assets ,
Financial Industry Regulatory Authority (FINRA) ,
Form CRS ,
Initial Public Offering (IPO) ,
Investment Adviser ,
Liquidity ,
Regulation Best Interest ,
Regulation BI ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC)
New Rules, Proposed Rules, Guidance and Alerts -
PROPOSED RULES -
SEC Proposes Amendments to Auditor Independence Rules -
On December 30, 2019, the SEC proposed amendments to Rule 2-01 of Regulation S-X, which sets...more
2/4/2020
/ Auditor Independence ,
Auditors ,
Derivatives ,
OCIE ,
Private Funds ,
Proposed Amendments ,
Retirement Plan ,
Risk Alert ,
SEC Examination Priorities ,
SECURE Act ,
Securities and Exchange Commission (SEC) ,
Security-Based Swaps ,
Swaps
On November 25, 2019, the SEC proposed a new exemptive rule under the Investment Company Act of 1940—Rule 18f-4—intended to overhaul the current regulatory framework governing the use of derivatives by registered investment...more
On November 7, 2019, the SEC’s Office of Compliance Inspections and Examinations (OCIE) issued a risk alert outlining its top compliance observations from examinations of nearly 300 registered funds conducted over a two-year...more
1/29/2020
/ Board of Directors ,
Compliance ,
Corporate Governance ,
Disclosure Requirements ,
Ethics ,
Investment Funds ,
Mutual Funds ,
OCIE ,
Policies and Procedures ,
Risk Alert ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Stress Tests ,
Target Date Funds