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Securities and Exchange Commission (SEC) Investment Funds Compliance

Foley & Lardner LLP

SEC and CFTC Extend Form PF Compliance Date Again

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On June 11, 2025 the Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission (CFTC) again extended the compliance date for the most recent Form PF amendments, providing a near four-month reprieve for...more

Foley Hoag LLP

SEC Extends Compliance Date for Form PF Amendments to October 1, 2025

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On June 11, 2025, the Securities and Exchange Commission (“SEC”) voted to extend the compliance date for the amendments to Form PF that were adopted on February 8, 2024. The compliance date for these amendments, which was...more

Proskauer - The Capital Commitment

Top Ten Regulatory and Litigation Risks for Private Funds in 2025

Confession: writing this in May 2025, we cannot predict with confidence what the rest of 2025 will bring. The year has already seen four months of change and upheaval – political, regulatory, and economic. The new US...more

Paul Hastings LLP

SEC Provides Updated Guidance Reducing Burden for Rule 506(c) Verification Requirement

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On March 12, 2025, the Staff of the SEC Division of Corporation Finance (the Staff) provided guidance in response to a letter requesting interpretive guidance (the No-Action Letter) to clarify the verification requirement of...more

K&L Gates LLP

SEC Extends Compliance Period for the Amended Names Rule

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On 14 March 2025, the Securities Exchange Commission (SEC) extended the compliance dates for the amendments to Rule 35d-1 (Amended Names Rule) under the Investment Company Act of 1940, as amended (1940 Act), by six months....more

Ropes & Gray LLP

SEC Defers Names Rule Compliance Date; Permits Rolling Compliance for Existing Funds

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On March 14, 2025, the SEC issued a release (the “Release”) that (i) for new funds, defers by six months the compliance date for amendments to Rule 35d-1 under the 1940 Act (the “Names Rule”) (described in a Ropes & Gray...more

DLA Piper

SEC Permits Rule 506(c) Accredited Investor Verification with Self-Certification

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The US Securities and Exchange Commission (SEC) has published no-action guidance providing clarity to issuers relying on Rule 506(c) of Regulation D – an exempt offering pathway that permits issuers to publicly advertise an...more

Ropes & Gray LLP

Share Class Structures for Mutual Funds/ ETFs: How Fund Groups Can Begin Preparing for Anticipated SEC Exemptive Relief

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This white paper is intended to guide and inform registered funds, their sponsors and other service providers and their boards (“Boards”) as they prepare to take advantage of potentially forthcoming exemptive relief (the...more

Akin Gump Strauss Hauer & Feld LLP

Corp Fin Breathes New Life into 506(c)

On March 12, 2025, the U.S. Securities and Exchange Commission’s Division of Corporation Finance issued a no-action letter providing a new safe harbor for Rule 506(c) offerings, which may enable broader public outreach and...more

Ropes & Gray LLP

SEC Issues No-Action Letter Clarifying Rule 506(c) Accredited Investor Verification

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On March 12, 2025, the Securities and Exchange Commission (the “SEC”) Division of Corporate Finance issued a no-action letter (the “Letter”)1 clarifying “reasonable steps” issuers can take to verify purchasers’ accredited...more

Oberheiden P.C.

Regulation D: An Ultimate Guide to Private Capital Raising

Oberheiden P.C. on

For companies seeking to raise capital without the complexities and costs of a public offering, Regulation D under the Securities Act provides a valuable exemption from SEC registration. This allows for private placements,...more

Seward & Kissel LLP

Platform Deal Considerations

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When presented with an opportunity to join an investment management platform, a prospective manager should carefully take into account the following considerations:...more

Mayer Brown Free Writings + Perspectives

The Rules of the Name: SEC Staff Updates Guidance on Fund Naming Rules

The Securities and Exchange Commission (SEC) staff issued updated FAQs regarding Rule 35d-1 under the Investment Company Act of 1940 (the “Names Rule”) on January 8, 2025.  These updates reflect amendments that were adopted...more

Seward & Kissel LLP

SEC Settles with Investment Adviser for Over $100 Million for Misleading Investors About Tax Implications of Retirement Fund...

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Who may be interested: Investment Advisers; Investment Companies; Boards of Directors; Compliance Staff - Quick Take: The SEC announced that an investment adviser (Adviser) agreed to pay over $100 million to settle...more

Seward & Kissel LLP

SEC Staff Issues New Names Rule FAQs

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

Foley & Lardner LLP

SEC Enforcement Action – Failure to File Forms D

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Share on Twitter Print Share by Email Share Back to top On December 20, 2024, the U.S. Securities and Exchange Commission (SEC) announced that it settled charges issued against one registered investment adviser and two...more

Royer Cooper Cohen Braunfeld LLC

SEC’s 2025 Examination Priorities

On November 21, 2024, the Securities and Exchange Commission (SEC) released its examination priorities for 2025. The release offers critical insights into the areas that the SEC will focus on....more

DLA Piper

Institutional Investor Newsletter: 2024 End-of-Year Roundup

DLA Piper on

A recent trend in continuation vehicles involves traditional private equity sponsors serving as the “lead investor” in lieu of, or in addition to, more traditional secondary buyers and institutional investors. This expansion...more

K&L Gates LLP

SEC and CFTC Adopt Amendments to Form PF for Increased Disclosure

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Brief Overview - On 8 February 2024, the US Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC) jointly adopted amendments to Form PF (the Amendments), the confidential reporting form...more

K&L Gates LLP

SEC Expands "Dealer" Definition to Capture Liquidity Providers

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Introduction - On 6 February 2024, the US Securities and Exchange Commission (SEC) voted 3-2 to adopt two new rules that significantly expand the definitions of a “dealer” and “government securities dealer” in Sections...more

Alston & Bird

A Practical Guide to the SEC’s Private Fund Adviser Rules: Commentary and Industry Insight

Alston & Bird on

In August 2023, the U.S. Securities and Exchange Commission adopted new rules and amendments to rules under the Investment Advisers Act of 1940, as amended, affecting registered and unregistered advisers to private funds. We...more

Seward & Kissel LLP

SEC Adopts Amendments to the Fund “Names Rule” - November 2023

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The Securities and Exchange Commission (the “SEC”) recently adopted amendments1 to Rule 35d-1 under the Investment Company Act of 1940, the fund “Names Rule” (“Amendments”). In the Release, the SEC noted that the Amendments...more

Goodwin

SEC Adopts Rule Enhancements to Prevent Misleading or Deceptive Investment Fund Names

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On September 20, 2023, the US Securities and Exchange Commission (the “SEC”) voted, by a 4-1 vote, to adopt certain amendments (the “final rule” or the “amendments”) to Rule 35d-1 (the “Names Rule”) under the Investment...more

Eversheds Sutherland (US) LLP

SEC expands the Names Rule

On September 20, 2023, the US Securities and Exchange Commission (SEC) voted by a 4-1 margin to adopt amendments to Rule 35d-1, commonly known as the “names rule” (Rule), under the Investment Company Act of 1940, as amended...more

Shumaker, Loop & Kendrick, LLP

SEC Requires FINRA Membership for Previously Exempt Broker-Dealers

The Securities and Exchange Commission (SEC) has recently proposed (July 29, 2023) and rapidly adopted (August 23, 2023) amendments to SEC Rule 15b9-1 that will essentially require almost all broker-dealers to become...more

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