Insights

On August 26, 2020, the Securities and Exchange Commission (the “SEC”) adopted previously proposed amendments (the “Amendments”) that expand the definition of “accredited investor” (or “AI”) applicable to private placements under Regulation D, and the definition of “qualified institutional buyer” (or “QIB”) under Rule 144A, each under the Securities Act of 1933, as amended (the…

Client Alerts | November 9, 2020 | Investment Management | Securities and Corporate Finance

Following a favorable review from the Antitrust Division of the U.S. Department of Justice, the International Swaps and Derivatives Association (“ISDA”) announced on October 9, 2020 that it intends to publish a protocol, along with updates to its standardized documentation to provide for fallback rates and procedures to account for the potential discontinuation of certain…

Client Alerts | October 19, 2020 | Derivatives | Investment Management

On September 23, 2020, the Securities and Exchange Commission (the “SEC”) announced that it had voted to adopt amendments to Rule 14a-8 and the process for shareholder proposals (the “Amendments”).1 The Amendments purport to “modernize” the shareholder proposal process, but in practice will limit the range of shareholders who are eligible for their proposals to…

Client Alerts | September 29, 2020 | Hedge Funds | Investment Management | Investor Activism

On July 22, 2020, the Securities and Exchange Commission (the “SEC”) released its much-anticipated final amendments to its rules with respect to proxy voting advice businesses (the “Amendments”). The SEC first issued their proposed amendments concerning proxy advisory firms in November 2019 (the “Proposals”). Overall, the final Amendments represent a more tempered approach to regulation of…

Client Alerts | July 29, 2020 | Hedge Funds | Investment Management | Investor Activism

On June 23, 2020, the staff of the Office of Compliance Inspections and Examinations (“OCIE”) of the U.S. Securities and Exchange Commission (the “SEC”) issued a risk alert (the “Risk Alert”) that provides an overview of certain compliance issues and deficiencies that OCIE has observed in recent examinations of registered investment advisers that manage private…

Client Alerts | July 22, 2020 | Investment Management

The LIBOR transition encompasses far-ranging legal issues that impact the investment management industry, including the potential impact on trading and derivatives portfolios, fund performance targets within fund documentation, financing and brokerage arrangements, and a wide range of operational and other issues that need to be considered by managers. Background LIBOR (London Interbank Offered Rate) is…

Client Alerts | July 21, 2020 | Investment Management

On July 10, 2020, the Securities and Exchange Commission (the “SEC”) announced that it had proposed an amendment to Form 13F and Rule 13f-1 to, among other items, substantially increase the reporting threshold for institutional investment managers  (the “Proposal”).1 If the Proposal is adopted, it would be the first amendment to Form 13F since its…

Client Alerts | July 21, 2020 | Hedge Funds | Investment Management | Investor Activism

On May 28, 2020, the Commodity Futures Trading Commission (“CFTC”) approved proposed amendments to CFTC Regulation 3.10(c), which currently provides a jurisdictional based registration exemption for non-U.S. commodity pool operators (“CPOs”) that operate non-U.S. funds with non-U.S. investors (the “Proposed Amendments”). Historically, the CPO registration exemption available under Regulation 3.10(c)(3) has presented challenges for non-U.S.…

Client Alerts | June 9, 2020 | Derivatives | Investment Management