The SEC recently issued a notice with regard to a new model of co-investment relief and issued the first exemptive order for multi-class relief to a private BDC. This legal alert discusses both new developments....more
Under Commodity Futures Trading Commission (CFTC) regulations, persons who have claimed an exemption or exception from commodity pool operator (CPO) or commodity trading advisor (CTA) status pursuant to Part 4 of the CFTC’s...more
2/14/2025
/ Business Development Companies ,
CFTC ,
Commodity Pool ,
CPO ,
Disclosure Requirements ,
Investment Companies ,
Registered Investment Advisors ,
Regulatory Agenda ,
Regulatory Reform ,
Regulatory Requirements ,
Reporting Requirements
On August 6, 2021, the Securities and Exchange Commission (SEC) approved The Nasdaq Stock Market LLC’s (Nasdaq) Board Diversity Rule, which is intended to enhance board diversity and transparency among companies listed on its...more
8/12/2021
/ Board of Directors ,
Business Development Companies ,
Corporate Governance ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
Foreign Issuers ,
Foreign Private Issuers ,
LGBTQ ,
Listing Standards ,
Minorities ,
Nasdaq ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Smaller Reporting Companies ,
Woman Board Members
On March 2, 2021, the Securities and Exchange Commission (the SEC) updated its Frequently Asked Questions relating to the targeted co-investment relief that the SEC previously had granted in an effort to assist business...more
On January 5, 2021, the Securities and Exchange Commission (the SEC) issued a Public Statement updating the targeted regulatory relief that the SEC previously had granted in an effort to assist market participants, including...more
On November 2, 2020, the Securities and Exchange Commission (the SEC) voted to adopt final amendments (the Amendments) to “simplify, harmonize, and improve certain aspects of the exempt offering framework.” The Securities Act...more
12/2/2020
/ Accredited Investors ,
Amended Regulation ,
Business Development Companies ,
Corporate Governance ,
Crowdfunding ,
Exemptions ,
General Solicitation ,
Harmonization Rules ,
Private Offerings ,
Registration Requirement ,
Regulation A ,
Rule 506(c) ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
On April 8, 2020, the staff of the Division of Investment Management of the US Securities and Exchange Commission (Commission) issued an exemptive order (the Order) under the Investment Company Act of 1940 (1940 Act) that...more
Non-traded business development companies (BDCs) have long sought the ability to offer and sell multiple classes of shares with different pricing and expense structures. A multi-class structure facilitates the distribution of...more
On November 25, 2019, the Commodity Futures Trading Commission (CFTC) adopted several final regulations to codify existing exemptions from commodity pool operator (CPO) registration. Among them is an exemption that was issued...more
12/18/2019
/ Business Development Companies ,
CFTC ,
Commodity Trading Advisors (CTAs) ,
CPOs ,
Electronic Filing ,
Exemptions ,
Final Rules ,
Investment Company Act of 1940 ,
National Futures Association ,
No-Action Letters ,
Registered Investment Companies (RICs) ,
Registration Requirement
On October 18, 2019, the US Securities and Exchange Commission (the “SEC”) announced that it had voted to propose rule amendments intended to improve the efficiency of the exemptive application review procedures available...more
On October 17, 2019, the staff of the Division of Investment Management (the “Staff”) of the US Securities and Exchange Commission issued guidance regarding an unlisted business development company’s (BDC) repurchase...more
On May 3, 2019, the Securities and Exchange Commission (SEC) voted to propose rule amendments with regard to financial disclosures about acquired and disposed businesses (the “Proposal”), including amendments specific to...more
5/16/2019
/ Acquisitions ,
Business Development Companies ,
Closed-End Funds ,
Disclosure Requirements ,
Financial Reporting ,
GAAP ,
Investment Companies ,
Proposed Amendments ,
Regulation S-X ,
Required Forms ,
Securities and Exchange Commission (SEC) ,
Subsidiaries
On Wednesday, March 20, the Securities and Exchange Commission voted to propose rule amendments to implement certain provisions of the Small Business Credit Availability Act and the Economic Growth, Regulatory Relief and...more
On December 3, 2018, the Securities and Exchange Commission (the SEC) entered an order (the Order) to settle charges arising out of an enforcement action against Fifth Street Management, LLC (FSM). FSM disclosed in March 2016...more
Section 19(a) of the Investment Company Act of 1940 (the 1940 Act) generally prohibits a business development company (BDC) or a registered investment company from making a distribution from any source other than its net...more
The Tax Cuts and Jobs Act (the Act), signed into law on December 22, 2017, amplifies the effects of certain deduction limitations as they apply to US-taxpaying individuals and other non-corporate investors in private business...more
Private business development companies (BDCs) do not have publicly traded shares. For investors in these vehicles, liquidity opportunities take a number of forms....more
In April 2017, the full text of an updated version of the CHOICE Act (CHOICE 2.0) was released followed by a hearing on its contents. On June 8, 2017, the House Financial Services Committee released the draft of CHOICE 2.0, a...more
In response to requests for comment from the U.S. Securities and Exchange Commission (SEC), Sutherland Asbill & Brennan LLP recently submitted comment letters on two SEC rulemaking projects pertinent to business development...more
The U.S. Securities and Exchange Commission (SEC) Division of Investment Management recently issued a notice with regard to the application for co-investment relief filed by Apollo Investment Corporation and certain of its...more
On July 16, 2015, the agencies responsible for implementing the Volcker rule (Agencies) issued FAQ 16, which provides guidance on the circumstances under which a seed investment would not cause (i) a registered investment...more
Emphasizing the critical importance of cybersecurity to registered investment companies (RICs), including insurance separate accounts and business development companies, and to investment advisers, the SEC’s Division of...more
The U.S. Securities and Exchange Commission (SEC) Division of Investment Management (the Division) just published guidance that will permit business development companies (BDCs) to co-invest with certain persons considered...more
On December 10, 2013, the U.S. Federal Reserve, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation, the Commodity Futures Trading Commission, and the Securities and Exchange Commission...more
1/10/2014
/ Banks ,
Business Development Companies ,
Dodd-Frank ,
FDIC ,
Federal Reserve ,
Investment Company Act of 1940 ,
OCC ,
Proprietary Trading ,
RICs ,
Securities and Exchange Commission (SEC) ,
Volcker Rule