Firm News | November 1, 2021
On January 16, 2015, the Division of Corporation Finance of the Securities and Exchange Commission (“SEC”) announced that, in light of a directive from SEC Chair Mary Jo White, it will express “no views” on the application of Rule 14a-8(i)(9) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) during the current…
Client Alerts | January 26, 2015 | Mergers & Acquisitions | Securities and Corporate Finance | Investor Activism | Hedge Funds
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…
Client Alerts | January 20, 2015 | Hedge Funds
This newsletter discusses important FATCA compliance issues that hedge funds should consider before the end of the year. Though the phased implementation of FATCA has afforded hedge funds additional time to comply with FATCA, important deadlines are approaching. 1. Offshore funds must register with the IRS (i.e., obtain a GIIN) to avoid FATCA withholding. While…
Client Alerts | December 12, 2014 | Hedge Funds
This annual newsletter briefly highlights certain tax issues and planning that hedge fund managers should consider (or reconsider) before year-end. Tax rates are scheduled to remain the same in 2015, but with the recent filing of 2013 tax returns by many high net worth individuals, taxpayers are even more aware of the increased tax rates…
Client Alerts | November 11, 2014 | Hedge Funds
On September 10, 2014, the Securities and Exchange Commission (“SEC”) announced charges against 28 officers, directors or major shareholders for delinquent Schedule 13D/13G and/or Form 41 filings in violation of federal securities laws requiring them to promptly report information about their holdings and transactions in company stock. The SEC also charged six publicly-traded companies for…
Client Alerts | October 21, 2014 | Securities and Corporate Finance | Hedge Funds
In a long-awaited action, on September 9th the Division of Swap Dealer and Intermediary Oversight of the Commodities Futures Trading Commission (“CFTC”) issued an exemptive letter providing relief for private investment funds using general solicitation pursuant to Securities and Exchange Commission (“SEC”) Rule 506(c). Rule 506(c), which was issued last year pursuant to the Jumpstart…
Client Alerts | October 9, 2014 | Securities and Corporate Finance | Hedge Funds
On September 16, 2014, the Securities and Exchange Commission (“SEC”) announced that it charged 19 firms and an individual trader with violations of Rule 105 of Regulation M under the Securities Exchange Act of 1934 (“Rule 105”). This round of sanctions follows the largest Rule 105 sanction ($7.2 million) announced in March of this year…
Client Alerts | September 30, 2014 | Hedge Funds
Overview On September 5, 2014, the IRS released a Chief Counsel Advice (ILM 201436049), which discusses the application of self-employment tax to members of a limited liability company providing investment management services. The CCA concludes that all members of the limited liability company (the “LLC”) are subject to self-employment tax on their distributive shares of…
Client Alerts | September 10, 2014 | Securities and Corporate Finance | Hedge Funds
The International Swaps and Derivatives Association (“ISDA”), the trade group for the over- the-counter derivatives industry, has issued the 2014 Credit Derivatives Definitions (the “2014 Definitions”) which are expected to govern credit derivative trades starting on September 22, 2014. The 2014 Definitions reflect numerous changes to the 2003 Credit Derivative Definitions (the “2003 Definitions”) which…
Client Alerts | September 8, 2014 | Derivatives | Securities and Corporate Finance | Hedge Funds
OVERVIEW We have previously issued newsletters discussing FATCA generally, preparation for compliance, and developments in the timeline for implementing FATCA. On June 25, 2014, the IRS released final instructions to new Form W-8BEN-E. This follows last week’s release of final instructions to Form W-8IMY. The FATCA world has been waiting for these instructions. FATCA GENERALLY…
Client Alerts | June 27, 2014 | Hedge Funds
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