Insights

Over-the-counter derivatives trades between dealers and end-users are generally governed by master agreement forms and other documentation published by the International Swaps and Derivatives Association, Inc. (“ISDA”), the derivatives industry association. Pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) the trading of derivatives, including over-the-counter derivatives, is subject to…

Client Alerts | October 31, 2012 | Derivatives | Hedge Funds

On October 18, 2011, the Commodity Futures Trading Commission (the “CFTC”) adopted final rules (the “Position Limit Rules”), pursuant to Section 737 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) that set position limits for certain futures contracts, options contracts and swaps on 28 agricultural, energy, and metal commodities (the…

Client Alerts | October 15, 2012 | Securities and Corporate Finance | Hedge Funds

Mistakes in activist campaigns can be embarrassing and distracting. Current events make clear that they can also be expensive. Publicly traded Biglari Holdings Inc. (NYSE: BH) has agreed to pay an $850,000 fine for missing a mandated Hart-Scott-Rodino Act (HSR) premerger notification filing in 2011 as it built its position in Cracker Barrel Old Country…

Client Alerts | September 30, 2012 | Mergers & Acquisitions | Investor Activism | Hedge Funds

A recent decision of the United States District Court for the Southern District of New York has held that Section 10(b) of the Securities Exchange Act of 1934 does not require companies to disclose their receipt of a Wells Notice. The SEC provides the target of an investigation with a Wells Notice whenever the Enforcement…

Client Alerts | August 31, 2012 | Hedge Funds

Puerto Rico recently enacted tax legislation which may offer extensive benefits to hedge fund managers and other U.S. persons. Based on conversations with the Puerto Rican Government, Puerto Rico is very supportive of the use of this new legislation as a way to attract financial services business. The legislation has generally eliminated the taxation of…

Client Alerts | June 17, 2012 | Hedge Funds

This Hedge Fund Tax Alert serves as a reminder for filing of Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts. For the calendar year 2011, this should be received (not merely mailed) by June 30, 2012. By June 30th of each succeeding calendar year, U.S. persons (1) with foreign accounts that in…

Client Alerts | June 17, 2012 | Hedge Funds

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…

Client Alerts | May 1, 2012 | Hedge Funds

On January 9, 2012, the IRS reopened its Offshore Voluntary Disclosure Program (“OVDP”), a limited federal income tax amnesty for unreported foreign assets and income. This newsletter identifies key features of the OVDP for U.S. taxpayers and highlights the risks and issues that all taxpayers should consider in evaluating the OVDP. If you have unreported…

Client Alerts | March 21, 2012 | Hedge Funds

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,…

Client Alerts | July 11, 2011 | Family Office | Securities and Corporate Finance | Hedge Funds

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…

Client Alerts | June 21, 2011 | Securities and Corporate Finance | Hedge Funds