RULEMAKING AND GUIDANCE -
SEC Adopts Amendments to Exemptive Applications Procedures -
On July 6, 2020, the U. S. Securities and Exchange Commission adopted rule amendments to establish an expedited review procedure...more
9/21/2020
/ Amended Rules ,
Compliance ,
Department of Labor (DOL) ,
Employee Retirement Income Security Act (ERISA) ,
Ethics ,
Fiduciary Rule ,
Final Rules ,
Financial Institutions ,
Individual Retirement Account (IRA) ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Companies ,
Investment Management ,
New Rules ,
OCIE ,
Securities and Exchange Commission (SEC)
In a substantial August 5, 2020, release (the Proposal), the U.S. Securities and Exchange Commission (SEC) proposed changes to the existing disclosure framework applicable to mutual funds and exchange-traded funds (open-end...more
8/11/2020
/ Disclosure Requirements ,
ETFs ,
Exchange-Traded Products ,
Investment Adviser ,
Investment Company Act of 1940 ,
Investment Management ,
Mutual Funds ,
Open-Ended Fund Companies (OFCs) ,
Prospectus ,
Public Comment ,
Retail Investors ,
SEC Advertising Rule ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
On July 22, the U.S. Securities and Exchange Commission (SEC) voted to adopt amendments (Amendments) to certain of its rules governing proxy solicitations under the Securities Exchange Act of 1934 (Exchange Act). The...more
7/28/2020
/ Corporate Governance ,
Final Rules ,
Guidance Update ,
Investment Adviser ,
Proxy Advisors ,
Proxy Advisory Firms ,
Proxy Season ,
Proxy Voting ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
SEC Grants Additional COVID-19 Relief to Business Development Companies -
On April 8, the SEC issued an order granting relief to business development companies (BDCs) by permitting BDCs to issue and sell senior securities...more
6/17/2020
/ Business Development Companies ,
Closed-End Funds ,
Co-Investment Rights ,
Coronavirus/COVID-19 ,
Form ADV ,
Form CRS ,
Investment Company Act of 1940 ,
Investment Management ,
OCIE ,
Offerings ,
Regulation Best Interest ,
Relief Measures ,
Risk Alert ,
Securities and Exchange Commission (SEC) ,
WKSIs
The Federal Reserve is restarting its Term Asset-Backed Security Loan Facility (TALF) program, which was very successful during the 2008 financial crisis. This program is designed to strengthen the market for asset-backed...more
On April 8, the SEC issued an order granting relief to business development companies (BDCs) by permitting BDCs to issue and sell senior securities and participate in certain joint enterprises or other joint arrangements that...more
On March 26, the Staff of the Securities and Exchange Commission (SEC) granted a request for no-action relief to permit certain affiliated purchase transactions involving registered open-end investment companies....more
On March 25, the SEC issued orders under the Investment Company Act of 1940 (New ICA Order) and the Investment Advisers Act of 1940 (New Advisers Act Order) that extend the relief previously provided on March 13 in response...more
As a result of the current and potential effects of COVID-19, the SEC has relaxed certain requirements of the Investment Company Act of 1940 and the Investment Advisers Act of 1940 and rules under the Acts....more
3/17/2020
/ Business Development Companies ,
Coronavirus/COVID-19 ,
Corporate Governance ,
Disclosure Requirements ,
Filing Deadlines ,
Filing Requirements ,
Form ADV ,
Form N-CEN ,
Form N-PORT ,
Investment Advisers Act of 1940 ,
Investment Company Act of 1940 ,
Prospectus ,
Publicly-Traded Companies ,
Relief Measures ,
Required Forms ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Stock Repurchases
On January 7, the SEC’s Office of Compliance Inspections and Examinations (OCIE) announced its 2020 national examination priorities. This is the eighth year that OCIE has published its fiscal year examination priorities. ...more
1/31/2020
/ Digital Assets ,
Examination Priorities ,
Financial Industry Regulatory Authority (FINRA) ,
FinTech ,
Information Security ,
MSRB ,
OCIE ,
Registered Investment Advisors ,
Registered Investment Companies (RICs) ,
Retail Investors ,
Robo-Advisors ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC)
SEC Proposes to Update Accredited Investor Definition to Increase Access to Investments -
On December 18, 2019, the Securities and Exchange Commission (SEC) proposed amendments to the definition of “accredited investor” in...more
1/27/2020
/ Derivatives ,
ETFs ,
Fiduciary Duty ,
Financial Markets ,
Form N-CEN ,
Form N-LIQUID ,
Form N-PORT ,
Global Code of Ethics ,
Investment Adviser ,
Investment Management ,
OCIE ,
Proposed Rules ,
Registered Investment Companies (RICs) ,
Regulatory Oversight ,
Regulatory Requirements ,
Reporting Requirements ,
Repurchase Agreements ,
Revenue Sharing ,
Risk Management ,
Rule 18f-4 ,
Rule 6c-11 ,
Rulemaking Process ,
Section 15(c) ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Share Classes ,
Wealth Management
Presented by Pepper Hamilton and Financial Executives Alliance, Pepper Hamilton partners John P. Falco and John M. Ford discussed "An Overview of the SEC’s Recently Adopted Exchange-Traded Funds (ETF) Rule" on a recent...more
11/18/2019
/ Basket Transactions ,
Disclosure Requirements ,
ETFs ,
Exchange-Traded Products ,
Exemptive Relief ,
Investment Adviser ,
Investment Management ,
Open-Ended Fund Companies (OFCs) ,
Policies and Procedures ,
Popular ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Transparency
SEC Adopts ETF Rule -
On September 25, 2019, the Securities and Exchange Commission (SEC) unanimously adopted Rule 6c-11 under the 1940 Act to modernize the regulation of exchange-traded funds by establishing a clear and...more
10/23/2019
/ Bank of New York (BNY) Mellon ,
Broker-Dealer ,
Disclosure Requirements ,
ETFs ,
Exchange-Traded Products ,
Exemptive Relief ,
Form N-1A ,
Investment Adviser ,
Investment Management ,
Mortgage Servicing Rules ,
No-Action Relief ,
OCIE ,
Popular ,
Prospectus ,
Proxy Voting Guidelines ,
Risk Alert ,
Rule 6c-11 ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Trading Platforms ,
Transparency
On September 25, the SEC unanimously adopted Rule 6c-11 under the 1940 Act to modernize the regulation of exchange-traded funds by establishing a clear and consistent framework for the vast majority of ETFs operating today....more
Covering legal developments and regulatory news for registered funds, their advisers and industry participants through June 30, 2019.
Auditor Independence With Respect to Certain Loans or Debtor-Creditor Relationships -
On...more
7/19/2019
/ Broker-Dealer ,
Capital Formation ,
Common Reporting Standard (CRS) ,
Conflicts of Interest ,
Duty of Care ,
Duty of Loyalty ,
ETFs ,
Fiduciary Duty ,
Financial Markets ,
Financial Services Industry ,
Form CRS ,
Investment Management ,
Investor Protection ,
Public Comment ,
Regulation Best Interest ,
Regulation S-X ,
Regulatory Standards ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
On March 15, in Chamber of Commerce v. U.S. Department of Labor, No. 17-10238 (5th Cir. March 15, 2018), the Fifth Circuit Court of Appeals struck down the Department of Labor’s (DOL’s) fiduciary rule in a 2-1 decision. ...more
3/20/2018
/ Best Interest Contract Exemptions ,
Conflicts of Interest ,
Consumer Financial Products ,
Department of Labor (DOL) ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Duty ,
Fiduciary Rule ,
Financial Services Industry ,
Investment Adviser ,
Investment Management ,
Regulatory Oversight ,
Retirement Plan ,
Vacated
In an offshoot of its enforcement action against Apollo Management L.P. (Apollo) last year, the Securities and Exchange Commission (SEC) on October 25 charged a former senior partner at Apollo with defrauding his fund clients...more
The short-lived rule will likely be remembered as part of the Trump Administration’s dismantling of the Obama Administration’s legacy, and as continuing the trend of courts strictly enforcing agreements to arbitrate as...more
10/26/2017
/ Arbitration ,
Arbitration Agreements ,
Banking Sector ,
Class Action ,
Class Action Arbitration Waivers ,
Congressional Review Act ,
Consumer Contracts ,
Consumer Financial Products ,
Consumer Financial Protection Bureau (CFPB) ,
Consumer Lenders ,
Dodd-Frank ,
Federal Arbitration Act ,
Financial Services Industry ,
Popular ,
Trump Administration
Practical points on managing SEC Modernization.
INTRODUCTION -
On October 13, 2016, the Securities and Exchange Commission (SEC) issued its final Investment Company Reporting Modernization rules and forms for the...more
The SEC continues to expand the scope of responsibilities and standards applicable to gatekeepers.
In an application of the Investment Advisers Act of 1940 (Advisers Act) to the actions of a nonadviser fund service...more
The proposed rule would establish the exclusive means through which funds could enter into certain leveraged transactions, including swaps, futures, reverse repurchase agreements and short sales.
At an open meeting of...more
The SEC’s focus in the action was not on the manner of the firm’s responses to the breach or whether there was any actual harm, but predominantly on the adequacy of the firm’s written policies for safeguarding customer...more
9/24/2015
/ Client Data ,
Compliance ,
Cyber Attacks ,
Cyber Crimes ,
Cyber Threats ,
Cybersecurity ,
Data Breach ,
Data Security ,
Enforcement Actions ,
Hackers ,
Investment Adviser ,
OCIE ,
Popular ,
Privacy Policy ,
Securities and Exchange Commission (SEC)
The SEC’s order provides significant guidance on how the SEC staff will scrutinize the propriety of payments made pursuant to commonly occurring agreements between mutual funds and their service providers and with respect to...more
9/23/2015
/ Dealers ,
Enforcement Actions ,
Financial Institutions ,
Financial Markets ,
Intermediaries ,
Investment Adviser ,
Investment Companies ,
Investment Company Act of 1940 ,
Mutual Funds ,
Securities and Exchange Commission (SEC) ,
Shareholders
Eighteen months after amending CFTC Regulation 4.5 to narrow the registered investment company (RIC) exclusion from the definition of commodity pool operator (CPO) and issuing a companion release proposing to amend certain...more
On December 12, 2012, the U.S. District Court for the District of Columbia released its decision in Investment Company Institute v. U.S. Commodity Futures Trading Commission, rebuffing the Investment Company Institute (ICI)’s...more