JAMIE L. NASH

PARTNER

Recognized in Chambers USA as a leading lawyer for hedge funds, Jamie Nash has become one of the true go-to lawyers for hedge funds and other investment firms that require counsel for their growth and challenges. Jamie counsels start-up, emerging and mature multi-billion dollar private investment funds and advises on a wide range of strategic and regulatory issues related to their formation, structure and operation.

Practices

About

Jamie represents start-up, emerging and mature managers in connection with a variety of capital raising structures, including hedge funds, funds of one, separately managed accounts, private equity funds, co-investment vehicles, special purpose vehicles and joint ventures. Within these structures he has significant experience advising clients in seed capital arrangements, anchor investment arrangements, platform arrangements and other highly negotiated investments. In many instances, investors in these structures include some of the world’s largest and most sophisticated investors.

Jamie also counsels fund managers on regulatory and compliance matters, including guiding clients through SEC examinations. In addition, he assists fund managers with respect to the regulatory aspects of mergers and acquisitions and strategic investment transactions.

Often acting in a general counsel role for his clients, Jamie provides advice on management company operating agreements, compensation plans, consulting agreements, commodities issues, third-party marketing agreements, soft-dollar arrangements and blue sky compliance.

Jamie has been quoted in well-known publications for his views with respect to regulatory developments affecting the hedge fund industry, including The Wall Street Journal, AR+Alpha, Reuters and Bloomberg. He is a regular speaker at hedge fund industry events.

Education

Fordham University School of Law (J.D., 2001)

Fordham Law Review, Member

New York University, Leonard N. Stern School of Business (B.S., summa cum laude, 1998)

Bar Admissions

2002, New York

Accolades

Beta Gamma Sigma Member

Speaking Engagements

Key trends relating to hedge funds

Moderator, 19th Annual International Conference on Private Investment Funds, March 2018

Hedge Funds: A Shifting Landscape

Panelist, Maples Investment Funds Forum 2018, February 2018

Attacking the New Form ADV

Panelist, Presented by ACA Compliance Group and Kleinberg Kaplan, January 2018

Investment Funds: Hot Topics

Speaker, AIMA Fund Manager Training Session, October 2017

Goldman Sachs Third Annual Hedge Fund Legal and Regulator Seminar

Panelist, March 2017

Asset Management Regulatory and Tax Discussion

Panelist, Presented by Ernst & Young and Kleinberg Kaplan, December 2015

Goldman Sachs Prime Brokerage Hedge Fund Learning Series

Presence Exams

Getting (and Staying) Prepared

Panelist, May and July 2014

ACA’s Fall 2014 Compliance Conference

Panelist, October 2014

ACA’s Spring 2014 Compliance Conference

Panelist, April 2014

SEC Examinations of Private Fund Managers: Recent Trends and Practical Adivce

Panelist, Presented by ACA Compliance Group & Kleinberg Kaplan, October 2013

ACA’s Fall 2013 Compliance Conference

Panelist, October 2013

GAIM Ops Cayman 2013

Panelist, April 2013

ACA’s Spring 2013 Compliance Conference

Panelist, April 2013

Morgan Stanley Prime Brokerage CFO/COO Conference

Panelist, October 2012

McGladrey’s 4th Annual Investment Industry Summit

Panelist, September 2012

Goldman Sachs Prime Brokerage Form PF Roundtable

Panelist, July 2012

HFM Legal Summit

Panelist, June 2012

Goldman Sachs Prime Brokerage Fall Hedge Fund Symposium

Panelist, September 2011

Morgan Stanley Prime Brokerage Hedge Fund Registration Forum

Panelist, December 2010

Goldman Sachs Financial Reform Symposium

Panelist, September 2010

Maples Investment Funds Forum 2009 and 2012 (Cayman Islands)

EisnerAmper LLP Private Wealth and Family Office Summit

Panelist, November 2011

Publications

HFM InvestHedge

January 2019

SEC Proposes Business Continuity and Transition Plan Rule for Investment Advisers

Kleinberg Kaplan Legal Update, August 2016

Creating “Recovery Classes” to Help Raise Hedge Fund Investor Capital

Kleinberg Kaplan Legal Update, August 2016

SEC Increases Net Worth Threshold of “Qualified Client” Test

Kleinberg Kaplan Legal Update, July 2016

SEC Announces 2016 Examination Priorities

Kleinberg Kaplan Legal Update, February 2016

Cybersecurity Update: NFA Adopts Guidance Regarding Information Systems Security Programs

Kleinberg Kaplan Legal Update, January 2016

Considerations for Year-End Certifications Concerning Employee Personal Securities Accounts

Kleinberg Kaplan Legal Update, December 2015

SEC Announces 2015 Examination Priorities

Kleinberg Kaplan Legal Update, January 2015

SEC Considers Pershing Square’s Opinion as to the Value of Herbalife Material

Kleinberg Kaplan Legal Update, October 2014

Further SEC Sanctions Indicate Continued Attention to Rule 105 Short Selling Violations

Kleinberg Kaplan Legal Update, September 2014

Impact of the Jobs Act on Hedge Funds and Private Equity Funds

Kleinberg Kaplan Legal Update, May 2012

Lessons Learned from the Rajaratnam Case

Absolute Return + Alpha, May 2011, Co-Author

Insights

Helping Clients Navigate COVID-19 (Updating)

March 30, 2020,

Kleinberg Kaplan is working closely with our clients to provide counsel and guidance during these unprecedented times. A selection of our recent thought leadership pieces related to the implications of COVID-19 includes: The Force May Be With You: COVID-19 and Force Majeure Provisions (March 31, 2020): How and if businesses should consider exploring the invocation…

SEC Grants Temporary Relief to Investment Advisers Impacted by COVID-19

March 23, 2020

On March 13, 2020, the U.S. Securities and Exchange Commission (“SEC”) issued an exemptive order (the “Order” [1]) granting conditional relief from certain Form ADV and Form PF requirements to investment advisers whose operations may be disrupted by the outbreak of the COVID-19 virus. In addition, on March 16, 2020, the staff of the SEC’s…

Kleinberg Kaplan Recognized in Chambers Global

February 19, 2020

Premier boutique law firm Kleinberg Kaplan announced that it has been recognized by Chambers Global 2020 for its work on behalf of the world’s leading hedge funds and alternative investment funds. The firm was ranked in the “Investment Funds: Hedge Funds in USA” category, and co-leader of the firm’s hedge fund practice, Jamie Nash, was…

Investment Adviser Compliance Issues Related to the Cash Solicitation Rule

December 18, 2018,

On October 31, 2018, the staff in the Office of Compliance Inspections and Examinations (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”) issued a risk alert (the “Risk Alert”)[1] describing some of the most common deficiencies the Staff has cited relating to Rule 206(4)-3 (the “Cash Solicitation Rule”) under the Investment Advisers…

Update: NFA Releases Effective Date(s) for Interpretive Notice Establishing Disclosure Requirements for Registered CPOs/CTAs Engaging in Virtual Currency Activities

August 16, 2018,

On July 20, 2018, the National Futures Association (“NFA”) issued an interpretive notice (the “Interpretive Notice”) detailing new disclosure requirements for registered commodity pool operators (“CPOs”) and commodity trading advisors (“CTAs”) to address certain risks stemming from the recent growth of the virtual currency and virtual currency derivatives markets.[1] On August 9, 2018, the NFA issued…

NFA Issues New Disclosure Requirements for Registered CPOs/CTAs Engaging in Virtual Currency Activities

August 7, 2018,

On July 20, 2018, the National Futures Association (“NFA”) issued new disclosure requirements for registered commodity pool operators (“CPOs”) and commodity trading advisors (“CTAs”) to address certain risks stemming from the recent growth of the virtual currency and virtual currency derivatives markets. The new requirements will require, among other things, CPOs and CTAs trading in…

SEC Regulatory Roundup: Best Execution, Pay-to-Play and Advertising Red Flags for Private Fund Managers

August 7, 2018,

On July 11, 2018, the staff in the Office of Compliance Inspections and Examinations (the “Staff“) of the U.S. Securities and Exchange Commission (the “SEC“) issued a risk alert (the “Risk Alert”)[1] describing many of the most common best execution-related deficiencies cited by the Staff in recent examinations of investment advisers. In addition, on July…

NFA to Develop Swap Testing Program

June 14, 2018,

On June 5, 2018, the Board of the National Futures Association (NFA) approved the development of a proficiency requirements program for “associated persons” (APs) of registered commodity pool operators (CPOs) and commodity trading advisors (CTAs) engaged in swaps activities. The proficiency program will be in the form of an online learning program with an embedded…

SEC Announces 2018 Examination Priorities

March 5, 2018,

On February 7th, the Office of Compliance Inspections and Examinations (“OCIE“) of the Securities and Exchange Commission (the “SEC“) announced its 2018 examination priorities for registered investment advisers.[1] OCIE grouped the priorities into five general thematic areas: (1) protecting retail investors, concentrating on senior investors and retirement investments; (2) compliance and risks in critical market…

Advertising Rule Compliance Issues Most Frequently Identified by the SEC in Investment Adviser Exams

October 31, 2017,

Background On September 14, 2017, the staff of the Office of Compliance Inspections and Examinations (“OCIE“) of the Securities and Exchange Commission (the “SEC“) issued a risk alert (the “Risk Alert“)[1] regarding the most frequently identified compliance issues related to SEC-registered investment adviser (“RIA“) compliance with Rule 206(4)-1 (the “Advertising Rule“) under the Investment Advisers…

CFTC Modernizes Recordkeeping Requirements

July 14, 2017,

Overview The U.S. Commodity Futures Trading Commission (CFTC) recently adopted amendments to CFTC Regulation 1.31 (Final Rule), which governs the recordkeeping obligations for any person required by the Commodity Exchange Act (CEA) or CFTC regulations to maintain such records, including registered commodity pool operators and commodity trading advisors. While the Final Rule amendments do not…

SEC Announces 2017 Examination Priorities

February 1, 2017,

On January 12th, the Office of Compliance Inspections and Examinations (“OCIE“) of the Securities and Exchange Commission (the “SEC“) announced its 2017 examination priorities for registered investment advisers.[1] OCIE grouped the priorities into three general thematic areas: protecting retail investors, focusing on senior investors and retirement investments, and assessing market-wide risks. OCIE notes that the…

SEC Announces Examinations of RIAs for Whistleblower Rule Compliance

November 9, 2016,

On October 24, 2016, the staff in the Office of Compliance Inspections and Examinations (the “Staff“) of the U.S. Securities and Exchange Commission (the “SEC“) issued a risk alert announcing that it is examining registered investment advisers (“RIAs“) and registered broker-dealers for compliance with Rule 21F-17 under the Securities Exchange Act of 1934, as amended…

Amendments to Form ADV and Investment Advisers Act Rules

September 29, 2016,

On August 25, 2016, the Securities and Exchange Commission (the “SEC“) adopted amendments to Form ADV and to certain rules promulgated under the Investment Advisers Act of 1940, as amended (the “Advisers Act“).[1] The effective date of these amendments is October 31, 2016, but the compliance date is not until October 1, 2017, and many…

SEC Proposes Business Continuity and Transition Plan Rule for Investment Advisers

August 22, 2016,

On June 28, 2016, the Securities and Exchange Commission (the “SEC“) proposed a new rule (the “Proposed Rule“) that would require SEC-registered investment advisers (“RIAs”) to adopt and implement written business continuity and transition plans (“Continuity Plans“) reasonably designed to address operational and other risks related to a significant disruption in the RIA’s operations.[1] Additionally,…

SEC Announces 2016 Examination Priorities

February 10, 2016,

On January 11, 2016, the Office of Compliance Inspections and Examinations (“OCIE”) of the Securities and Exchange Commission (the “SEC”) announced its 2016 examination priorities for registered entities.[1] OCIE grouped the priorities into the same three general thematic areas as in 2015: protecting retail investors, assessing market-wide risks and using data analytics to identify potential…

Cybersecurity Update: NFA Adopts Guidance Regarding Information Systems Security Programs

January 27, 2016,

The Commodity Futures Trading Commission recently approved the National Futures Association’s (“NFA“) Interpretive Notice requiring NFA member firms to adopt and enforce written policies and procedures to secure customer data and access to their electronic systems (the “Guidance“).[1] The Guidance will become effective on March 1, 2016, and applies to all NFA membership categories, including…

Considerations for Year-End Certifications Concerning Employee Personal Securities Accounts

December 14, 2015,

Introduction As another calendar year comes to a close, SEC-registered investment advisers once again will collect personal securities reports and certifications of compliance with their Codes of Ethics from their “access persons”[1]. Many advisers allow their access persons to take advantage of a reporting exception for accounts over which the access persons have no direct…

SEC Announces 2015 Examination Priorities

January 20, 2015

On January 13, the Securities and Exchange Commission (the “SEC”) announced 2015 examination priorities for registered entities.[1]  The SEC groups the priorities into three general thematic areas: protecting retail investors, assessing market-wide risks and using data analytics to identify potential wrongdoing.  The SEC notes that the list of priorities is not exhaustive and priorities may…

Impact of the JOBS Act on Hedge Funds and Private Equity Funds

May 1, 2012

On April 5, 2012, President Obama signed into law the Jumpstart Our Business Startups Act (the “JOBS Act”) which amends certain provisions of the federal securities laws. Of particular significance to hedge funds and private equity funds are: the elimination of the ban on general solicitation and general advertising under Regulation D of the Securities…

SEC Sets Parameters of Family Office Exemption from Advisers Act Registration

July 11, 2011

The Securities and Exchange Commission (the “SEC”) has adopted a new rule, defining the term “family office” for purposes of exempting family offices from registration under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Rule 202(a)(11)(G)-1, and Release No. 1A-3220. In adopting the final Rule, the SEC considered approximately 90 comment letters,…

SEC Adopts Rules Implementing Private Fund Manager Registration

June 21, 2011

The SEC adopted rules today implementing the investment adviser registration requirements imposed by the Dodd Frank Wall Street Reform and Consumer Protection Act (the “Dodd Frank Act”). As expected, the SEC delayed the registration requirement for hedge fund managers and private equity fund managers until March 30, 2012. The SEC passed rules today: amending Form…

Model Privacy Form Adopted Under Gramm-Leach-Bliley Act

April 18, 2011

In November 2009, the SEC, along with seven other agencies1, adopted amendments to the rules implementing certain privacy provisions of the Gramm-Leach-Bliley Act (the “GLBA”) and adopted a model privacy form (the “Model Form”). In order for financial institutions (including investment advisors) to fall within the safe harbor for satisfying their initial and annual privacy…

SEC Expected to Consider Postponing Investment Adviser Registration Deadline to First Quarter 2012

April 10, 2011

In a letter to the president of the North American Securities Administrators Association, the Associate Director of the U.S. Securities and Exchange Commission (the “Commission”) Division of Investment Management, Robert E. Plaze, stated that although the Commission’s staff anticipates that the implementing rulemaking under the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank…

SEC Adopts Amendments to Part 2 of Form ADV

January 24, 2011

The Securities and Exchange Commission (the “SEC”) adopted amendments (the “Amendments”) to Part 2 of Form ADV (commonly referred to as the “brochure” and currently designated Part II of Form ADV).1 The Amendments are intended to provide advisory clients with clearly written, meaningful, current disclosure of the business practices, conflicts of interest and background of…