Category Archives: SEC

SEC Staff Updates Form ADV FAQs

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In August 2016, the SEC adopted amendments to Form ADV Part 1A, pursuant to Final Rule Release No. IA-4509 (Form ADV and Investment Advisers Act Rules). These changes are designed to provide additional information related to an advisers’ separately managed account business, private fund adviser entities and other important identifying data.  The new Form is to be implemented on October 1, 2017.

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SEC Proposing to Amend the Investment Advisers Act

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In December 2015, the Fixing America’s Surface Transportation Act (the “FAST Act”) was signed into law by President Obama.  Among other things, sections 74001 and 74002 of the FAST Act amended two provisions of the Investment Advisers Act of 1940 (the “Advisers Act”):

  • An adviser whose only clients were rule 203(l)-1 venture capital funds and deemed to be “small business investment companies” (“SBICs”) can rely on the venture capital fund adviser exemption; and
  • An adviser solely to “private funds” with assets under management in the United States of less than $150 million attributable to its non-SBIC private fund clients could now rely on the private fund adviser exemption regardless of the assets under management in the United States attributable to its SBIC client(s).

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Help is on its Way: JOBS Act Amendments Adopted by SEC

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On April 5, 2012, President Obama signed the Jumpstart Our Business Startups Act (JOBS Act) into law. This law, which eased many U.S. securities regulations, was created to help encourage funding of small businesses.

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SEC & NASAA Sign Info-Sharing Agreement to Aid Small Businesses

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Last year, in an effort to give companies more flexibility to engage in intrastate offerings through websites and social media without having to register their securities offerings with the federal government, the Securities Exchange Commission (“SEC”) created a new exemption and also amended Regulation D. Combined, these two actions will help facilitate intrastate offerings as well as the development of regional offering exemptions at the state level.

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SEC Risk Alert: OCIE Examines Registrants’ Compliance with Whistleblower Rule

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On October 24, 2016, citing a recent increase in SEC enforcement actions pertaining to Rule 21F-17 of the Securities Exchange Act of 1934 (“Exchange Act”), the SEC issued a National Exam Program Risk Alert regarding examinations of investment advisers’ and broker-dealers’ compliance with the Whistleblower Rule.

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Caution: SEC Looks at More Than Just Policies and Procedures for Whistleblower Violations

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Earlier this month, Health Net Inc. agreed to pay a $340,000 penalty for illegally using severance agreements that required employees leaving the company to waive their right to obtain monetary awards from the SEC’s whistleblower program.  According to the SEC order, by doing this, the California-based health insurance provider directly targeted the Congress-authorized program.

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The SEC Halts Securities Fraud Scheme

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Earlier this week, the SEC won a court-ordered asset freeze of two former brokers, James Brennan III and Douglas Dyer, and their company Broad Street Ventures. The former brokers, both of whom have disciplinary histories with FINRA and state regulators, allegedly raised more than $5 million from investors by selling purported shares in eight similarly named companies.

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