The Corporate Transparency Act (the CTA) requires a range of entities, primarily smaller, unregulated companies, to file reports with FinCen, and arm of the Treasury Department, identifying the entities’ beneficial owners,...more
Following its adoption almost one year ago of amended rules accelerating filing deadlines for Schedules 13G and 13D (and the imminent effectiveness of the new deadlines for 13Gs), the SEC has continued to bring enforcement...more
The deadlines for filing and amending Schedule 13Gs are about to change, and regular 13G amendments will now be due on a quarterly basis instead of annually.
As we discussed in our alert last fall (available here), in...more
On October 10, 2023, the Securities and Exchange Commission adopted amendments to the rules governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934. The adopting release...more
10/20/2023
/ Beneficial Owner ,
Compliance ,
Disclosure Requirements ,
Hedge Funds ,
Initial Public Offering (IPO) ,
Investment Adviser ,
Investment Companies ,
Investors ,
New Amendments ,
Private Funds ,
Reporting Requirements ,
Schedule 13D ,
Securities ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Security-Based Swaps
If adopted, the proposals will likely impact market practices -
In a trinity of proposing releases rolled out in less than three months, the SEC has comprehensively proposed to regulate the use of derivatives and short...more
4/15/2022
/ Beneficial Owner ,
Derivatives ,
Family Offices ,
Financial Markets ,
Hedge Funds ,
Private Funds ,
Proposed Regulation ,
Regulatory Agenda ,
Regulatory Reform ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Short Sales ,
Swaps
Shareholder rights plans, commonly known as “poison pills,” are arrangements that can be used by companies to stave off hostile takeovers or activist investors seeking to exert control over a company without paying a control...more
9/1/2020
/ Beneficial Owner ,
Board of Directors ,
Coronavirus/COVID-19 ,
Hostile Takeover ,
Institutional Investors ,
Net Operating Losses ,
Poison Pill ,
Proxy Advisory Firms ,
Securities and Exchange Commission (SEC) ,
Shareholder Rights ,
Shareholders ,
Stock Drop Litigation
The filing requirements and liability provisions under Sections 13(d) and 16 of the Exchange Act continue to challenge hedge funds, due to sometimes opaque law and complex trading patterns. Although the requirements under...more
1/22/2019
/ Beneficial Owner ,
Board of Directors ,
Derivatives ,
Disclosure Requirements ,
Filing Requirements ,
Hedge Funds ,
Investment Adviser ,
Investment Management ,
Schedule 13D ,
Section 16 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Voting Powers