Banking and Finance

Recent Posts

Reporting Requirements for Funds Exempted from Investment Advisers Act Registration
Posted on 28 Sep 2011 by Asher Bearman

As a result of the new rules under the Investment Advisers Act of 1940, even fund managers that are exempt from registration will need to file annual reports with the SEC. Exempt reporting advisers (" Exempted Advisers "), including fund... Read More

Summary of the Proposed Amendments to Form ADV and Investment Advisers Act Rules
Posted on 4 Aug 2015 by Alexander Davie

On May 20, 2015, the SEC issued proposed amendments to Form ADV and the Investment Advisers Act rules. In the release, the SEC proposed amendments to Form ADV that would require advisers to disclose additional information, such as information about separately... Read More

"Venture Capital Fund" Flowchart for Exemption Under the Investment Advisers Act of 1940
Posted on 11 Jun 2013 by Asher Bearman

This article is appearing simultaneously on The Venture Alley and on Startup Law Blog . The below flowchart may be helpful to you in answering the question whether you qualify for the exemption for "venture capital funds" under Section... Read More

SEC Proposes Amendments to the Qualified Client Standard
Posted on 22 Jul 2011 by K & L Gates LLP

by Kay Gordon and Joshua M. O'Melia Excerpt: I. Introduction On May 10, 2011, as required by Section 418 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"), the U.S. Securities and Exchange Commission... Read More

Massachusetts Revises Proposed Private Fund Adviser Exemption
Posted on 11 Nov 2011 by Doug Cornelius

From my discussions, many real estate fund managers are still not sure if they are subject to registration under the Investment Advisers Act. The definition of "private fund" can exclude many real estate funds depending on the structure of... Read More

Is It an Advertisement?
Posted on 13 Apr 2011 by Doug Cornelius

Section 206 of the Investment Advisers Act prohibits fraud, deception or manipulation, regardless of whether the fund manager is registered. Once registered, Rule 206(4)-1 imposes additional restrictions on advertising that the SEC has determined... Read More

Sometimes You Get Stuck and Can’t Get Out
Posted on 22 Jun 2011 by Doug Cornelius

Finally, the SEC is going to take some action today on the regulation of investment advisers, venture capital funds, and private fund managers. For years, they've been trying to get regulatory control of private funds. Now they are going to... Read More

Tighter Rules on Advisory Performance Fee Charges
Posted on 16 Feb 2012 by Doug Cornelius

Under the Investment Advisers Act, an adviser can only charge a performance fee if the client was a "qualified client". The SEC equates net worth with sophistication, so a "qualified client" had to have a level assets to prove their... Read More

Amending the Reporting Requirements of Form ADV & Modifying Pay to Play Rule
Posted on 22 Aug 2011 by K & L Gates LLP

by Marc Mehrespand and Joshua O'Melia Various companion releases implementing various provisions of the Dodd-Frank Act. Form ADV amendments, Rule 206(4)-5, and registration requirements for private funds. Excerpt: In much anticipated companion... Read More

Intent and the Advertising Rule for Investment Advisers
Posted on 14 Apr 2011 by Doug Cornelius

In its prohibition against fraud, deceit and manipulation, Section 206 of the Investment Advisers Act is strict. There is no requirement of intent. You can argue that you didn't mean to mean to commit fraud. That may affect whether you get referred... Read More

Fees and Performance Results for Advisers and Fund Managers
Posted on 25 Apr 2011 by Doug Cornelius

Section 206 of the Investment Advisers Act prohibits fraud, deception or manipulation, regardless of whether the fund manager is registered. Once registered, Rule 206(4)-1 imposes additional restrictions on advertising that the SEC has determined... Read More

What is the SEC Looking For With Private Fund Managers
Posted on 2 Aug 2011 by Doug Cornelius

IA Watch published a few recent document request letters in connection with SEC examinations of investment advisers. One is a document request letter sent to a private fund manager ( subscription required; 7-day free trial available ). These are... Read More

Soros Doesn’t Want Your Money
Posted on 28 Jul 2011 by Doug Cornelius

In one of the most visible moves as a result of the new SEC regulations on investment advisers, George Soros is closing his $25 billion Quantum Endowment Fund to outside investors and returning their money. Why? "We have relied until now... Read More

SEC Revamps Investment Adviser Regulatory Scheme as Mandated by the Dodd-Frank Act July 22, 2011
Posted on 2 Aug 2011 by Sutherland Asbill & Brennan LLP

by Cynthia Krus & Michael Koffler I. Introduction In response to the Congressional directives contained in Title IV of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd Frank Act"), the U.S. Securities and Exchange... Read More