While many embraced lifting the ban on general solicitation and advertising, most despised the additional mess that the SEC added in. Fortunately, you can probably ignore much of that mess. At least for a few months. We knew that the SEC was going to require that firms selling public private-placements were going to have to … Read more »
Compliance and Breaking Bad
I was up last night hooked into latest episode of Breaking Bad. Besides it being a great show, it highlights a focus of compliance. How do you prevent your employees from going bad? For those of you who haven’t seen the show, Walter White, a mild-mannered high school chemistry teacher helps ends meet by making … Read more »
Compliance Bricks and Mortar for August 9
These are some of the compliance-related stories that recently caught my attention JOBS Act Update: Can the Genie go back in the Bottle? by Jay B. Gould in Investment Fund Law Blog But what happens if a fund manager is initially enamored of the new rules and decides to advertise generally, but later changes his … Read more »
Is Bitcoin a Security?
You may have noticed that I focus on SEC actions against real estate companies. At the core of that interest is a look at whether the Securities and Exchange Commission has jurisdiction. The SEC is limited to securities. Commodities get covered by the CFTC and real estate gets covered by ….. Bruce Carton pointed to … Read more »
Use of Data Collected from Form PF
Many private funds struggled with getting Form PF filed. Many in fund compliance were dubious that the Securities and Exchange Commission would be able to do anything meaningful with the massive amount of data pushed through the form. Regardless, Section 404 of Dodd-Frank required the SEC to gather the data so the Financial Stability Oversight … Read more »
Top Social Media Enforcement Issues in the Securities Industry
Broker-dealers and investment advisers are finding access to client through social networks and providing new marketing opportunities. But they also pose the challenge of making it harder for the firms to supervise, review, maintain, and protect the information. The Securities and Exchange Commission and FINRA are struggling to keep the regulatory requirements up to date … Read more »
Updated Guidance on the Custody Rule for Private Funds
The Securities and Exchange Commission has provided some updated guidance on the Custody Rule for private funds. It has sometimes been tricky for private funds to comply with Rule 206(4)-2. The custody rule deems it to be a fraudulent, deceptive or manipulative act, practice or course of business for an adviser to have custody of … Read more »
Compliance Bricks and Mortar for August 2
These are some of the compliance-related stories that recently caught my attention. At SAC, Rules Compliance With an ‘Edge’ by James B. Stewart in the New York Times Whatever else might be said about SAC’s compliance program, the bottom line is that it failed. Whether that failure can be attributed to Mr. Cohen or his … Read more »
Employee Criminal History and 506(d)
The bad actor rule in the new Rule 506(d) makes private placements a bit harder and will require private funds and companies to do more homework in connection with the fundraising. That’s because an issuer cannot rely on the Rule 506 exemption if the issuer or any other person covered by the rule had a … Read more »
The SEC Tries to Make an International Case on Insider Trading
The BHP – Potash merger in 2010 was a bit leaky. The SEC has an ongoing investigation into suspicious trading ahead of the the August 17, 210 public announcement of BHP Billiton’s acquisition of Potash Corporation. The latest SEC points the SEC’s accusatory finger at two Spanish citizens. At first I though the SEC had … Read more »