On March 19, 2025, the staff of the U.S. Securities and Exchange Commission (the “SEC”) updated its Frequently Asked Questions (“FAQ”) pertaining to Rule 206(4)-1 (the “Marketing Rule”) under the Investment Advisers Act of...more
On March 12, 2025, the SEC staff confirmed in a no-action letter that issuers may rely on high minimum investment levels, as well as investor self-certification of accredited status, in private offerings involving general...more
3/19/2025
/ Accredited Investors ,
Certification Requirements ,
Disclosure Requirements ,
General Solicitation ,
New Guidance ,
Offerings ,
Private Equity Funds ,
Private Funds ,
Private Offerings ,
Rule 506(c) ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
On January 13, 2025, the U.S. Securities and Exchange Commission (the “SEC”) announced settled charges against twelve firms for recordkeeping failures related to off-channel communications – i.e., failure to maintain business...more
1/28/2025
/ Broker-Dealer ,
Corporate Communications ,
Corporate Governance ,
Electronic Communications ,
Enforcement Actions ,
Penalties ,
Recordkeeping Requirements ,
Registered Investment Advisors ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
Many of the actions by the SEC over the past few years came following closely divided 3-to-2 votes. The split arose concerning both rulemaking by the Commission as well as enforcement actions....more
On December 20, 2024, the U.S. Securities and Exchange Commission (the “SEC”) issued a press release highlighting settled enforcement actions against a private fund adviser and two pre-IPO companies for failure to timely file...more
1/3/2025
/ Blue Sky Laws ,
Corporate Governance ,
Enforcement Actions ,
Form ADV ,
Form D Filing ,
Preemption ,
Private Funds ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Startups ,
Unregistered Securities
On October 21, 2024, the Division of Examinations (the “Division”) of the U.S. Securities and Exchange Commission (the “SEC”) published its annual Examination Priorities for 2025 (the “Exam Priorities”).
Below is a...more
A recent Securities and Exchange Commission (“SEC”) settled enforcement action serves as an excellent reminder of the risk of operational integration to firms that operate multiple advisory entities, especially where one of...more
10/7/2024
/ Affiliates ,
Cease and Desist ,
Civil Monetary Penalty ,
Compliance ,
Custody Rule ,
Enforcement Actions ,
Exemptions ,
Investment Adviser ,
Private Funds ,
Registered Investment Advisors ,
Securities and Exchange Commission (SEC)
On August 28, 2024, the Financial Crimes Enforcement Network (“FinCEN”) adopted final rules (“Rules”) applicable to investment advisers with relatively few changes from the rules as proposed....more
9/23/2024
/ AML/CFT ,
Anti-Money Laundering ,
Beneficial Owner ,
Compliance ,
Compliance Dates ,
Customer Due Diligence (CDD) ,
Final Rules ,
FinCEN ,
Investment Adviser ,
Proposed Rules ,
Registered Investment Advisors ,
Securities and Exchange Commission (SEC)
On August 14, 2024 the U.S. Securities and Exchange Commission (the “SEC”) announced settled charges against 26 SEC-registered investment advisers, broker-dealers and dually-registered broker-dealers and investment advisers...more
9/3/2024
/ Broker-Dealer ,
Civil Monetary Penalty ,
Compliance ,
Data Preservation ,
Electronic Communications ,
Enforcement Actions ,
Investment Adviser ,
Mobile Devices ,
Recordkeeping Requirements ,
Regular Business Communications ,
Securities and Exchange Commission (SEC) ,
Settlement
On May 13, 2024, the Securities and Exchange Commission (SEC) and the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) proposed rules (CIP Rules) that would impose customer identification...more
5/21/2024
/ AML/CFT ,
Comment Period ,
Compliance ,
Customer Identification Program (CIP) ,
Customer Information ,
FinCEN ,
Investment Adviser ,
Popular ,
Proposed Rules ,
Registered Investment Advisors ,
Securities and Exchange Commission (SEC)
On April 17, 2024, the Division of Examinations (the “Division”) of the Securities and Exchange Commission (the “SEC”) published a Risk Alert entitled: “Initial Observations Regarding Advisers Act Marketing Rule Compliance”...more
4/29/2024
/ Advertising ,
Books & Records ,
Compliance ,
Financial Services Industry ,
Form ADV ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Marketing ,
Misleading Impressions ,
Misleading Statements ,
Policies and Procedures ,
Registered Investment Advisors ,
Risk Alert ,
Securities and Exchange Commission (SEC)
On April 12, 2024, the U.S. Securities and Exchange Commission (the “SEC”) announced settled charges against five registered investment advisers for violations of Rule 206(4)-1 (the “Marketing Rule”) under the Investment...more
On March 27, 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted amendments to narrow its rule permitting certain internet investment advisers to register with the SEC (the “internet adviser exemption”). ...more
On February 13, 2024, the U.S. Treasury Financial Crimes Enforcement Network (FinCEN) issued a Notice of Proposed Rulemaking regarding a new proposed rule that would require certain investment advisers to apply anti-money...more
2/26/2024
/ AML/CFT ,
Anti-Money Laundering ,
Bank Secrecy Act ,
Beneficial Owner ,
Comment Period ,
Compliance ,
Examination Priorities ,
Exemptions ,
Financial Institutions ,
Financial Services Industry ,
FinCEN ,
Information Sharing ,
Investment Adviser ,
NPRM ,
Popular ,
Proposed Rules ,
Registered Investment Advisors ,
Risk Assessment ,
Securities and Exchange Commission (SEC) ,
Suspicious Activity Reports (SARs) ,
U.S. Treasury
On February 9, 2024 the U.S. Securities and Exchange Commission (the “SEC”) announced charges against 16 registered investment advisers and broker-dealers for pervasive recordkeeping failures related to off-channel...more
2/16/2024
/ Broker-Dealer ,
Compliance ,
Data Preservation ,
Electronic Communications ,
Enforcement Actions ,
Instant Messaging Apps ,
Mobile Devices ,
Penalties ,
Recordkeeping Requirements ,
Registered Investment Advisors ,
Securities and Exchange Commission (SEC)
On October 16, 2023, the Division of Examinations (the “Division”) of the U.S. Securities and Exchange Commission (the “SEC”) published its annual Examination Priorities for 2024 (the “Exam Priorities”). Consistent with the...more
11/14/2023
/ Broker-Dealer ,
Clearing Agencies ,
Compliance ,
Fiduciary Duty ,
Financial Industry Regulatory Authority (FINRA) ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Companies ,
Investment Company Act of 1940 ,
Market Participants ,
MSRB ,
Policies and Procedures ,
Private Funds ,
Registered Investment Advisors ,
Risk Alert ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Security-Based Swaps ,
Swap Dealers
On September 11, 2023 the U.S. Securities and Exchange Commission (the “SEC”) announced charges against nine registered investment advisers for advertising hypothetical performance to the general public on their websites...more
On September 6, 2023, the SEC Division of Examinations (the “Division”) published a Risk Alert entitled “Investment Advisers: Assessing Risks, Scoping Examinations, and Requesting Documents” (the “Alert”). This Alert offers...more
On August 23, 2023, in a 3-2 vote, the U.S. Securities and Exchange Commission (the “SEC”) adopted new rules (the “Final Rules”) under the Investment Advisers Act of 1940 (the “Advisers Act”) primarily affecting investment...more
8/29/2023
/ Compliance ,
Disclosure Requirements ,
Final Rules ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investors ,
Private Funds ,
Proposed Rules ,
Registered Investment Advisors ,
Regulatory Reform ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Regulation