The proposed amendment seeks to modify the existing framework of FINRA Rule 2210 to accommodate the use of certain projections and targeted returns. By Stephen P. Wink, Marlon Paz, Gail Neely, Naim Culhaci, Matthew Lee, and Deric Behar On November 13, 2023, the Financial Industry Regulatory Authority (FINRA) filed a proposed rule change with the … Continue Reading
The priorities highlight emerging and core risk areas for investment advisers, broker-dealers, and other entities, including cybersecurity and crypto assets. By Laura Ferrell, Aaron Gilbride, Marlon Q. Paz, Jamie Lynn Walter, Stephen P. Wink, Naim Culhaci, and Deric Behar On October 16, 2023, the Securities and Exchange Commission’s (SEC) Division of Examinations (the Division) published … Continue Reading
The amendments aim to modernize the Names Rule and promote investor protection objectives by ensuring that a fund’s portfolio of holdings aligns with its name. By Laura N. Ferrell, Sarah E. Fortt, Betty M. Huber, Paul A. Davies, Nicola Higgs, Anne Mainwaring, Karmpreet (Preeti) Grewal, Austin J. Pierce, and Deric Behar The US Securities and … Continue Reading
The amendments have a substantial impact on private fund managers. By Laura N. Ferrell, Aaron Gilbride, Michael Milazzo, Jamie Lynn Walter, Mike Hart-Slattery, and Haley Hohensee On August 23, 2023, the Securities and Exchange Commission (SEC) adopted a final rule package (each a Rule, and together, the Rules) that modifies the regulation of private fund … Continue Reading
The narrower M&A broker exemption supersedes the 2014 M&A broker no-action letter while leaving state-level restrictions and foreign M&A broker relief unaffected. By Marlon Q. Paz, Stephen P. Wink, Naim Culhaci, Donald Thompson, and Deric Behar On March 29, 2023, the Securities Exchange Act of 1934 (Exchange Act) was amended to exempt certain “M&A brokers” … Continue Reading
Changes include switching from paper to electronic filing requirement for confidential treatment requests. By Stephen P. Wink, Naim Culhaci, Jackie Rugart and Matthew Lee On June 23, 2022, the Securities and Exchange Commission (SEC) adopted certain amendments to Form 13F (the Adopting Release) that will become effective at the beginning of 2023.… Continue Reading
By Laura Ferrell, Marlon Q. Paz, Nabil Sabki, Stephen P. Wink, Naim Culhaci, and Deric Behar On March 28, 2022, the US Securities and Exchange Commission (SEC) proposed rules (Proposing Release) that would require securities market participants that engage in dealer-like activities — such as a proprietary trading firm that engages in a routine pattern … Continue Reading
Guidance clarifies assessment of liability under Rule 3110, including designation as supervisor, application of reasonableness standard, and factors for and against charging compliance officials. By Marlon Q. Paz, John J. Sikora Jr., Stephen P. Wink, and Deric Behar On March 17, 2022, the Financial Industry Regulatory Authority, Inc. (FINRA) published Regulatory Notice 22-10 (Reg. Notice … Continue Reading
The amended definition could provide a new means for the SEC to regulate crypto platforms. By Stephen P. Wink, Marlon Q. Paz, Naim Culhaci, Ian Irlander, and Deric Behar We previously published a blog post on the set of proposed amendments (Proposal) issued on January 26, 2022, by the Securities and Exchange Commission (SEC) regarding … Continue Reading
Updated on May 9, 2022. The proposal would require certain systems and platforms currently not subject to any registration requirements to register as broker-dealers and ATSs. By Stephen P. Wink, Marlon Q. Paz, Naim Culhaci, and Deric Behar On January 26, 2022, the Securities and Exchange Commission (SEC) issued a set of proposed amendments (Proposal) … Continue Reading
The Proposal would have a significant impact on current practices surrounding the use of Rule 10b5-1 plans by public companies and insiders. By Joel H. Trotter, Stephen P. Wink, Naim Culhaci, and Deric Behar On December 15, 2021, the Securities and Exchange Commission (SEC) issued a set of proposed amendments (the Proposal) regarding the adoption … Continue Reading
As a major LIBOR transition milestone approaches, a Staff Statement provides key considerations for market participants regarding their obligations. By Laura N. Ferrell, Marlon Q. Paz, Zach Lippman, and Deric Behar On December 7, 2021, the Staff of the Securities and Exchange Commission (SEC) issued a statement (the Statement) on the transition away from the … Continue Reading
A comprehensive guide to the new rule, which largely supersedes prior CFTC guidance that had informed market practice for over seven years. By Yvette D. Valdez, Adam Bruce Fovent, and J. Ashley Weeks On November 13, 2020, the US Commodity Futures Trading Commission’s (CFTC’s) final rule on the cross-border application of aspects of the swaps … Continue Reading
The no-action relief applies to family offices with at least US$50 million in total assets (Institutional Family Offices) and requires broker-dealers seeking to rely on the relief to establish and maintain specific additional policies and procedures. By Dana G. Fleischman, Stephen P. Wink, Naim Culhaci, and Deric Behar On December 23, 2020, the Staff of … Continue Reading
In setting forth its rationale, FINRA observed that private placement retail communications reviewed by AdReg have “revealed significant and pervasive” violations of FINRA Rule 2210. By Dana G. Fleischman, Stephen P. Wink, Naim Culhaci, and Deric Behar On October 28, 2020, the Financial Industry Regulatory Authority, Inc. (FINRA) filed with the US Securities and Exchange … Continue Reading
The changes will have implications for the growing secondary market for non-listed securities. By Stephen P. Wink, Naim Culhaci, and Deric Behar On September 16, 2020, the US Securities and Exchange Commission (SEC) adopted amendments to Rule 15c2-11 (the amended Rule) of the Securities Exchange Act of 1934 (Exchange Act). Rule 15c2-11 sets forth requirements … Continue Reading
The changes would allow more individuals and institutions to invest in private offerings of unregistered securities. By Alexander F. Cohen, Paul M. Dudek, Joel Trotter, Dana G. Fleischman, Stephen P. Wink On August 26, 2020, the US Securities and Exchange Commission (SEC) expanded the definitions of accredited investor (AI) and qualified institutional buyer (QIB). Notably, … Continue Reading
The SEC proposes a significant increase in the 13F reporting threshold from US$100 million to US$3.5 billion. By Stephen P. Wink, Naim Culhaci, Jacqueline Marie Rugart, and Deric Behar On July 10, 2020, the US Securities and Exchange Commission (SEC) released a proposed rule amendment to increase the Form 13F reporting threshold from US$100 million to … Continue Reading
In anticipation of LIBOR discontinuation, the SEC will begin examining transition progress. By Vicki E. Marmorstein, Jane Summers, Yvette D. Valdez, Stephen P. Wink, Douglas K. Yatter, and Deric Behar Nearly a year after the US Securities and Exchange Commission’s (SEC’s) release of a Staff Statement on LIBOR Transition, the SEC’s Office of Compliance Inspections … Continue Reading
