The Securities and Exchange Commission (the SEC) proposed comprehensive modifications to the disclosure framework for mutual funds and exchange-traded funds (ETFs and, collectively with mutual funds, funds). The purpose of...more
As discussed in our previous alerts, over the past several weeks, the Securities and Exchange Commission (the SEC) and its staff (the Staff) have provided guidance and targeted, conditional, and temporary relief to investment...more
On March 25, 2020, the United States Securities and Exchange Commission (SEC) issued a new order (the Order) and guidance (the Guidance) which continued to provide regulatory relief to public companies whose operations may be...more
As discussed in our prior publication, on March 13, the Securities and Exchange Commission (SEC) issued two orders under the Investment Company Act of 1940 (the Investment Company Act) and the Investment Advisers Act of 1940...more
On March 9, the Financial Industry Regulatory Authority (FINRA) issued Regulatory Notice 20-08 to provide guidance and regulatory relief related to pandemic-related business continuity planning....more
As discussed in our prior alert, on March 4, 2020, the Securities and Exchange Commission (SEC) Division of Investment Management extended the no-action position expressed in its 2019 no-action letter to the Independent...more
Investment companies’ boards may have upcoming meetings that were planned anticipating in-person attendance, yet the spread of coronavirus (COVID-19) may alter travel plans. The Securities and Exchange Commission (SEC)...more
3/16/2020
/ China ,
Coronavirus/COVID-19 ,
Crisis Management ,
Infectious Diseases ,
Investment Adviser ,
Investment Management ,
Mutual Funds ,
New Guidance ,
No-Action Letters ,
Public Health ,
Relief Measures ,
Section 15(c) ,
Securities and Exchange Commission (SEC)
We previously discussed the Securities and Exchange Commission’s (the SEC) proposed Rule 163B under the Securities Act of 1933, as amended (the Securities Act), and proposed amendments to Rule 405 promulgated under the...more
10/2/2019
/ Accredited Investors ,
Corporate Issuers ,
Emerging Growth Companies ,
Filing Requirements ,
Institutional Investors ,
Investment Companies ,
Proposed Rules ,
Qualified Institutional Buyers ,
Rule 163B ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Testing-the-Waters Communications
The SEC adopted Guidance that discusses, among other matters, the ability of investment advisers to establish a variety of different voting arrangements with their clients and matters they should consider when they use the...more
10/1/2019
/ Corporate Governance ,
Duty of Care ,
Duty of Loyalty ,
Financial Services Industry ,
Interpretive Rule ,
Investment Adviser ,
Investment Management ,
New Guidance ,
Proxy Advisors ,
Proxy Season ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC)
On August 8, 2019, the Securities and Exchange Commission (the SEC) voted to propose rule amendments to modernize the description of business, legal proceedings, and risk factor disclosures that public companies are required...more
8/16/2019
/ Corporate Governance ,
Disclosure Requirements ,
Financial Regulatory Reform ,
Publicly-Traded Companies ,
Registration Statement ,
Regulation S-K ,
Regulatory Agenda ,
Regulatory Oversight ,
Regulatory Requirements ,
Reporting Requirements ,
Rulemaking Process ,
Securities and Exchange Commission (SEC)
On February 19, 2019, the SEC voted to propose Rule 163B under the Securities Act of 1933, as amended (the Securities Act), and amendments to Rule 405 (collectively the Proposed Rule) promulgated under the Securities Act to...more
4/26/2019
/ Corporate Issuers ,
Emerging Growth Companies ,
Financial Markets ,
Investment Companies ,
Investors ,
Oral Communications ,
Proposed Rules ,
Regulatory Oversight ,
Rulemaking Process ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC)
On February 28, 2019, the Division of Investment Management of the Securities and Exchange Commission issued a no-action letter to the Independent Directors Council (IDC) granting no-action relief to certain situations where...more
The Securities and Exchange Commission (SEC) recently voted to propose new Rule 163B under the Securities Act of 1933, as amended (the Securities Act), and amendments to Rule 405 (collectively, the Proposed Rule) promulgated...more
3/4/2019
/ Accredited Investors ,
Capital Markets ,
Emerging Growth Companies ,
Gun-Jumping ,
Offerings ,
Prospectus ,
Publicly-Traded Companies ,
Qualified Institutional Buyers ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The Securities and Exchange Commission (SEC) has proposed a new rule and related amendments designed to streamline and enhance the regulatory framework for "fund of funds" arrangements....more
2/15/2019
/ 529 Plans ,
Anti-Money Laundering ,
Cryptocurrency ,
Cybersecurity ,
Digital Assets ,
Elder Issues ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Markets ,
Form N-CEN ,
Initial Coin Offering (ICOs) ,
Investment Funds ,
Investment Management ,
MSRB ,
OCIE ,
Popular ,
Retail Investors ,
Risk Management ,
Robo-Advisors ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Token Sales
The Securities and Exchange Commission (SEC) last week adopted a final rule amending Regulation A to broaden eligibility for its exemption from full SEC registration. ...more
12/31/2018
/ Capital Markets ,
Exemptions ,
Final Rules ,
Financial Regulatory Reform ,
Public Offerings ,
Publicly-Traded Companies ,
Regulation A ,
Regulatory Requirements ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
Here in is a summary of recent investment management developments that affect registered investment companies, private equity funds, hedge funds, investment advisers, and others in the investment management industry....more
12/12/2018
/ Annuities ,
Cryptocurrency ,
Cybersecurity ,
Enforcement Actions ,
Hedge Funds ,
Initial Coin Offering (ICOs) ,
Institutional Shareholder Services (ISS) ,
Investment Adviser ,
Investment Management ,
Investment Opportunities ,
Investment Products ,
Life Insurance ,
Mutual Funds ,
No-Action Letters ,
Opportunity Zones ,
Private Equity ,
Proxy Advisors ,
Regulatory Agenda ,
Regulatory Burden ,
Securities and Exchange Commission (SEC) ,
Tax Exemptions ,
Wealth Management
Rewards and Risks in Opportunity Zone Funds -
H.R. 1—informally known as the Tax Cuts and Jobs Act—became law on December 22, 2017. Included in the Act is a new program intended to spur the reallocation of investments...more
9/11/2018
/ Best Execution ,
Community Development ,
Economic Development ,
Exchange-Traded Products ,
Investment Funds ,
Investment Management ,
Low Income Housing ,
Low-Income Issues ,
Mutual Funds ,
New Market Tax Credits ,
OCIE ,
Opportunity Zones ,
Real Estate Development ,
Risk Alert ,
Safe Harbors ,
Securities and Exchange Commission (SEC) ,
State and Local Government ,
Tax Cuts and Jobs Act ,
Tax Deferral ,
Trump Administration
Regulation BI, Form CRS, Adviser or Advisor, and Fiduciary Duties of Adviser -
In a flurry of proposed rulemaking that added up to more than 900 pages of reading material, the Securities and Exchange Commission (SEC)...more
7/5/2018
/ Best Interest Standard ,
Broker-Dealer ,
Choice of Entity ,
Conflicts of Interest ,
Disclosure Requirements ,
Fiduciary Duty ,
Financial Services Industry ,
Investment Adviser ,
Investment Management ,
Investment Products ,
Liquidity Risk Management Rule ,
Regulatory Oversight ,
Regulatory Requirements ,
Required Forms ,
Securities and Exchange Commission (SEC)
SEC Issues Guidance on Mutual Fund Fee Structure -
The Securities and Exchange Commission’s (SEC) Division of Investment Management recently issued a guidance update addressing disclosure issues and certain procedural...more
1/20/2017
/ Administrative Proceedings ,
Beneficial Owner ,
Brokers ,
Business Continuity Plans ,
Conflicts of Interest ,
Department of Labor (DOL) ,
Enforcement Actions ,
Fiduciary Rule ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Institutions ,
Financial Markets ,
Form ADV ,
Hedge Funds ,
Insider Trading ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Management ,
IRS ,
Mutual Funds ,
OCIE ,
Private Equity Funds ,
Retail Investors ,
Retirement ,
Sales Commissions ,
SEC Examination Priorities ,
Securities ,
Securities and Exchange Commission (SEC) ,
Senior Investors
The Chinese government has enacted new rules severely limiting foreign currency transfers out of China. The scope of the limitations are not clear but the Xinhua News Agency reported that Chinese banks advised their customers...more
1/9/2017
/ China ,
Crowdfunding ,
Currency Control ,
EB-5 ,
Financial Institutions ,
Foreign Currency ,
Foreign Investment ,
Investment ,
Money Laundering ,
Private Equity Funds ,
Real Estate Market ,
Terrorism Funding ,
Venture Capital
IRS Issues Proposed Regulations Providing Guidance On The Tax Qualification Of Mutual Funds -
On September 27, 2016, the Internal Revenue Service (IRS) issued proposed regulations (Proposed Regulations) that provide...more
12/15/2016
/ Beneficial Owner ,
Conflicts of Interest ,
Controlled Foreign Corporations ,
Enforcement Actions ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Institutions ,
Financial Markets ,
FinCEN ,
Foreign Corrupt Practices Act (FCPA) ,
Form ADV ,
Income Taxes ,
Insider Trading ,
Investment Adviser ,
IRS ,
MSRB ,
Mutual Funds ,
OCIE ,
Passive Foreign Investment Company ,
PCAOB ,
Proposed Regulation ,
Registered Investment Companies (RICs) ,
Rule G-37 ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC)
The EB-5 Regional Center Program has been extended through April 28, 2017, following the passage of a continuing resolution (CR) by Congress that narrowly avoided a government shutdown.
The CR provides continued funding...more
The Department of Homeland Security (DHS) has increased fees by an average of 21 percent for certain U.S. Citizenship and Immigration Services (USCIS) applications, including the U.S. Immigrant Investor Program (EB-5)....more
11/9/2016
/ Construction Industry ,
EB-5 ,
EB-5 Regional Centers ,
Filing Requirements ,
Foreign Investment ,
I-526 Petition ,
Immigrants ,
Immigration Reform ,
Investors ,
Job Creation ,
Real Estate Development ,
Required Forms ,
USCIS ,
USCIS Immigrant Fee
Investment Adviser AXA Wins Excessive Fee Trial -
A federal judge in New Jersey has ruled in favor of AXA Equitable Life Insurance Company (AXA Equitable) and its wholly owned subsidiary, AXA Equitable Funds Management...more
10/27/2016
/ AXA Equitable Life ,
Beneficial Owner ,
Best Interest Contract Exemptions ,
BSA/AML ,
Business Continuity Plans ,
Conflicts of Interest ,
Customer Due Diligence (CDD) ,
Cybersecurity ,
Department of Labor (DOL) ,
Derivatives ,
Disclosure Requirements ,
Distribution Rules ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Excessive Fees ,
Fiduciary Duty ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Institutions ,
Financial Markets ,
Form ADV ,
Form N-CEN ,
Form N-PORT ,
Industry Examinations ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Management ,
Limited Liability Company (LLC) ,
MSRB ,
Mutual Funds ,
OCIE ,
Partnerships ,
Private Equity ,
RAUM ,
Reporting Requirements ,
Required Forms ,
Retirement Plan ,
Rule G-37 ,
Sanctions ,
Securities ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Securities Violations ,
SMAs
The U.S. Immigrant Investor Program (EB-5) has been extended through December 9, 2016, following the recent signing of a continuing resolution to fund the federal government and avoid a shutdown. The EB-5 Program provides a...more