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Investment Company Act of 1940 Investment Companies

Vedder Price

SEC Amends Form N-PORT and N-CEN Reporting Requirements and Issues Guidance on Open-End Fund Liquidity Risk Management Programs

Vedder Price on

On August 28, 2024, the SEC adopted amendments to reporting requirements on Form N-PORT and Form N-CEN and issued guidance on open-end fund liquidity risk management programs. Notably, the SEC declined to adopt the proposed...more

Nutter McClennen & Fish LLP

Nutter Securities Enforcement Update: Oct. 1 Quarterly Review

The Nutter Securities Enforcement Update is a periodic update of noteworthy recent securities enforcement activity, settlements, decisions, and charges. We provide brief summaries that highlight recent enforcement action...more

Mayer Brown Free Writings + Perspectives

SEC Compliance Outreach for Investment Adviser and Investment Company Senior Officers

The Securities and Exchange Commission recently announced that it will host a compliance outreach program on November 7, 2024 (see the program’s agenda) on Advisers Act and Investment Company Act related topics.  The agenda...more

Morgan Lewis

SEC Amends Registered Fund Reporting Requirements, Issues Guidance on Liquidity Risk Management Programs

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The US Securities and Exchange Commission (SEC), by a 3-2 vote, recently adopted amendments to registered fund reporting requirements on Form N-PORT and Form N-CEN and provided guidance on open-end funds’ liquidity risk...more

DLA Piper

Venture Capital Funds: 3(c)(1) Funds vs. 3(c)(7) Funds

DLA Piper on

Provided that they meet certain criteria, venture capital funds are not required to be registered as an “investment company” by the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Company Act of 1940...more

Dechert LLP

Stock Repurchase Excise Tax Regulations Finalized: Effect on RICs

Dechert LLP on

On June 28, 2024, the U.S. Department of the Treasury and the Internal Revenue Service issued final regulations on the reporting of the one-percent (1%) stock repurchase excise tax imposed by new section 4501 of the Internal...more

Seward & Kissel LLP

SEC Staff Issues FAQs On Tailored Shareholder Reports

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Who may be interested: Registered Investment Companies - Quick Take: The staff of the SEC’s Division of Investment Management (Staff) recently issued responses to frequently asked questions (FAQs) covering the SEC’s...more

Adler Pollock & Sheehan P.C.

Do Your Assets Include Unregistered Securities? This Asset Class Requires Special Planning

When it comes to estate planning, addressing all your assets should be a priority. However, certain assets require greater attention than others. For example, if your assets include unregistered securities, such as restricted...more

Dorsey & Whitney LLP

Canadian CPCs, SPACs, and Shells Should Be Careful to Avoid U.S. Investment Company Status

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On January 24, 2024, the SEC issued new guidance on when a special purpose acquisition company (SPAC) may run afoul of the U.S. Investment Company Act (the Act). While this guidance was directed at SPACs that register or file...more

BCLP

SEC Division of Examinations Publishes 2024 Examination Priorities

BCLP on

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

Seward & Kissel LLP

SEC Staff Grants No-Action Relief Under Section 17 and Rule 17d-1 Thereunder Allowing Fund to Enter Transaction Agreement with New...

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Who may be interested: Registered Investment Companies; Boards of Directors; and Investment Advisers. Quick Take: The staff of the SEC Division of Investment Management (Staff) recently issued a no-action letter stating...more

Seward & Kissel LLP

SEC Division of Examinations Releases its 2024 Examination Priorities

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Who may be interested: Registered Investment Companies; Directors of Registered Investment Companies; and Investment Advisers Quick Take: The staff of the SEC Division of Examinations (Staff) recently released its 2024...more

Katten Muchin Rosenman LLP

SEC Adopts Amendments to 'Names Rule' Impacting Regulated Investment Funds

On September 20, the Securities and Exchange Commission (SEC), adopted amendments (Amendments) to Rule 35d-1 (Names Rule) under the Investment Company Act of 1940, as amended (Investment Company Act). The Names Rule generally...more

Morgan Lewis

Names Rule Amendments Will Require Changes For Certain Funds

Morgan Lewis on

On September 20, 2023, in a 4-1 vote, the US Securities and Exchange Commission (SEC) adopted amendments (the Amendments) to the rule governing fund names, which impose new disclosure, compliance, reporting, and recordkeeping...more

Faegre Drinker Biddle & Reath LLP

SEC Adopts Amendments to the Investment Company Names Rule

On September 20, 2023, during its first in-person open meeting since the COVID-19 pandemic, the U.S. Securities and Exchange Commission (SEC) adopted amendments (the Amendments) to the Names Rule under Section 35(d) of the...more

K&L Gates LLP

What's in a Fund Name? SEC Approves Changes to the Fund Names Rule

K&L Gates LLP on

On 20 September 2023, the US Securities and Exchange Commission (the SEC) adopted amendments to Rule 35d-1 (the Names Rule or Rule) under the Investment Company Act of 1940, as amended (the 1940 Act), and made related form...more

Alston & Bird

SEC Amendments to Investment Company Act “Names Rule”

Alston & Bird on

Last week the U.S. Securities and Exchange Commission adopted amendments to rule 35d-1 under the Investment Company Act of 1940, commonly known as the “Names Rule.” Our Investment Funds Team outlines these amendments and...more

Seward & Kissel LLP

SEC Adopts Amendments to the Fund “Names Rule”

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Who may be interested: Registered Investment Companies, Investment Advisers, Boards of Directors - Quick Take: The SEC recently adopted1 amendments (Amendments) to Investment Company Act Rule 35d-1, the fund “Names Rule.”...more

Dorsey & Whitney LLP

SEC Exams of Advisers and Investment Companies

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The Division of Examinations has revamped and updated its exam priorities according to its most recent release, 2023 Exam Priorities. Consistent with its typical approach the Division plans to focus on a blend of topics and...more

Morrison & Foerster LLP

SEC Staff Reminder about Advisory Fee Cross-Subsidization Concerns

On February 2, 2023, the Division of Investment Management Staff (the “Staff”) of the Securities and Exchange Commission (SEC) published a Staff Bulletin regarding fee waiver and expense reimbursement practices for investment...more

Oberheiden P.C.

SEC Compliance Internal Audit Tips: 4 Things You Should Know

Oberheiden P.C. on

Regulated securities firms need to take significant actions to ensure that their company is complying with the legal requirements set out by regulations promulgated by the U.S. Securities and Exchange Commission (SEC) and the...more

Seward & Kissel LLP

SEC Adopts Rule and Form Amendments Relating to Shareholder Reports and Investment Company Advertisements

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The Securities and Exchange Commission (SEC) recently adopted substantial amendments to shareholder reports used by investment companies, including mutual funds and exchange-traded funds (ETFs) (collectively, funds)...more

Goodwin

SEC Adopts Proxy Reporting Rule and Form Amendments

Goodwin on

The Securities and Exchange Commission (SEC) recently adopted, in a 3-2 vote, rule and form amendments impacting proxy disclosures reporting on Form N-PX (the “amendments”). The amendments that are applicable to mutual...more

Seward & Kissel LLP

FASB Issues Accounting Guidance on Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions

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The Financial Accounting Standards Board (FASB) recently issued an Accounting Standards Update (Update) to (1) clarify guidance in Topic 820, Fair Value Measurement, on measuring the fair value of an equity security that is...more

Holland & Knight LLP

How Vain, Without Merit, Is the Name: The SEC Proposed Amendments to Names Rule

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In the SEC's latest environmental, social and governance (ESG) rulemaking salvo, the agency proposed two new ESG-focused rules aimed at the advisory and investment company space: 1) proposed amendments to the "Names Rule"...more

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