SEC Regulation

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On Sept. 25, 2019, the SEC adopted Rule 6c-11 under the Investment Company Act of 1940, as amended (“1940 Act”). The new rule allows sponsors of exchange-traded funds (“ETFs”) to launch and operate ETFs without first obtaining individual exemptive orders from the SEC. Subject to satisfying certain conditions, the rule provides for blanket exemptive relief…

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SEC Releases Final Interpretation of the Standard of Conduct for Investment Advisers

The SEC has, for some time, been reviewing the standard of conduct required of investment advisers and broker-dealers under federal securities laws. Recently, these various initiatives concluded with the publication of four final items of guidance.

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New Fund-of-Funds Rule

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On Aug. 20, 2019, the Federal Deposit Insurance Corporation (“FDIC”) and the Office of the Comptroller of the Currency (“OCC”) approved a final rule to amend the regulations adopted in 2013 implementing Section 13 of the Bank Holding Company Act, commonly referred to as the “Volcker Rule.” While the Final Rule is largely similar to…

On July 12, 2019, the staffs of several divisions within the SEC published a statement on the transition away from the London Interbank Offered Rate (“LIBOR”). The panel banks which currently report information used to establish LIBOR for different currencies have committed to do so through 2021. After 2021, it is likely that LIBOR will…

On April 3, 2019, the U.S. Securities and Exchange Commission published a framework aimed at assisting in determining whether a digital asset is a security. Alongside the Framework, the SEC also published a no-action letter for TurnKey Jet, Inc., the first ever no-action letter for a digital asset enterprise.

This is an important development for…

On Sept. 26, 2018, the SEC approved a proposal previously filed in January by The Nasdaq Stock Market LLC to amend Nasdaq Listing Rule 5635(d), the shareholder approval rules applicable to discounted private placements. Under the previous version of Nasdaq Listing Rule 5635(d), Nasdaq-listed companies were generally required to obtain shareholder approval prior to the…

On July 18, 2018, the U.S. Securities and Exchange Commission approved amendments to Regulation ATS and Rule 3a1-1 under the Securities Exchange Act of 1934, as amended. The Amendments impose extensive new transparency requirements on alternative trading systems (“ATSs”) that effect transactions in NMS Stocks. With the increase in regulatory burdens associated with operating an…

On July 11, 2018, the Securities and Exchange Commission’s Office of Compliance Inspections and Examinations (“OCIE”) issued a Risk Alert focusing on the most common deficiencies relating to best execution found by the SEC staff in recent examinations of investment advisers. The Risk Alert provides a snapshot of OCIE’s expectations regarding a fund manager’s best…

In an interview with Private Funds Management, partners Marc Elovitz and Joseph Smith discuss regulator views on conflicts of interest and how to best deal with these issues as the fund formation climate becomes more complex. Marc and Joe also share their insights on how conflicts of interests are viewed by the SEC within…