Publications of Interest > Investment Management > Practices : Morgan, Lewis & Bockius

05/18/12 Mapping a Smart and Efficient Investment Adviser Annual Review, presented at the NRS 27th Annual Spring Compliance Conference, Colonial Williamsburg, Virginia

Presentation | Speech
Beth Kiesewetter

05/17/12 Outside Forces: Other Regulatory Agencies with which Broker-Dealers Should be Familiar, presented at the NRS 27th Annual Spring Compliance Conference, Colonial Williamsburg, Virginia

Presentation | Speech
Beth Kiesewetter

05/10/12 Department of Labor Releases Guidance on New Disclosure Rules

LawFlash/Client Alert | Employee Benefits and Investment Management LawFlash
Craig Bitman, Lindsay Jackson, Lisa Barton, Michael Richman, Julie Stapel, I. Lee Falk, Daniel Kleinman, R. Tracht, Marla Kreindler, Donald Myers

Guidance contains clarifications of participant-level disclosures and "good faith" standard for enforcement purposes.

05/07/12 How Managed Account Program Sponsors and Managers can Navigate the New ERISA Section 408(b)(2) Disclosure Requirements, presented for the Money Management Institute Webinar Series

Presentation | Webinar
Michael Richman, Daniel Kleinman, Donald Myers, Steven Stone

May 2012 What the CFTC Rule Revisions Mean for Registered Investment Companies and Their Investment Advisers, Investment Lawyer, Vol. 19, No. 5

Outside Publication | Article
John O'Brien, Sean Graber, Michael Philipp, Laura Flores

04/26/12 Compliance & Enforcement in 2012: What are the Implications for the Advisory Solutions Industry?, presented at the MMI 2012 Annual Convention

Presentation | Speech
Steven Stone

04/25/12 Fifth Annual Advanced Topics in Hedge Fund Practices Conference: Manager and Investor Perspectives

Presentation | Speech
Joanna Hendon

On April 19, 2012 Morgan Lewis parnter Joanna C. Hendon presented "When is it MNPI?": Ethical Issues for Hedge Fund Counsel and Compliance Professionals at the Fifth Annual Advanced Topics in Hedge F... more

04/23/12 Identifying and Adapting to Regulatory Change, presented at the ICMA 2012 Annual Conference

Presentation | Speech
Andrew Donohue, Steven Stone

Morgan Lewis partners Steven Stone and Andrew Donohue presented at the ICMA 2012 Annual Conference in National Harbor, MD (outside Washington, DC). The rapid pace of re... more

04/13/12 Update on Amendments to the EU Prospectus Directive

LawFlash/Client Alert | Business and Finance LawFlash
Jan Klumb, Ann Baker, Rima Maîtrehenry, Ethan Johnson, Torsten Schwarze, William Yonge, Rebecca Leon

Long-awaited amendments to the EU regime governing public offers of securities take effect on 1 July 2012.

03/29/12 Morgan Lewis ICI Conference Breakfast Briefing

Presentation | Speech
Michael Piracci, Andrew Donohue, P. Georgia Bullitt, Michael Philipp

On March 19, 2012 Morgan Lewis presented the ICI Conference Breakfast Briefing. This conference highlighted what registered investment companies need to know about the CFTC implementation of Dodd-Frank and beyond. T... more

03/19/12 Investment Advisers: The Perspective of the Adviser (MB-9), presented at the SIFMA Compliance & Legal Society Annual Seminar

Presentation | Speech
Steven Stone

03/08/12 Social Media Issues, presented at the 2012 IAA Investment Adviser Compliance Conference, Arlington, Virginia

Presentation | Speech
Beth Kiesewetter

02/29/12 Form ADV for 2012, presented for the Investment Management/Financial Services Roundtable Series

Presentation | Speech
Ethan Johnson, Rebecca Leon

02/28/12 Hedge Funds in Transition: SEC Examination Priorities and Strategies for Building an Advisers Act Compliance Program (a National Regulatory Services webinar)

Presentation | Webinar
John O'Brien

Objectives: Identifying and understanding the SEC's current examination priorities relating to hedge fund managers as well as the rationale and history behind some of those concerns; Developing comprehensive compliance... more

02/16/12 Session IX: Developments in Asset Management, presented at the International Business & Finance Summit 2012 (IBFS)

Presentation | Speech
Rebecca Leon

On February 3, 2012, Morgan Lewis of counsel Rebecca Leon presented on a panel entitled "Session IX: Developments in Asset Management" at the International Business & Finance Summit (IBFS) at the Abaco Beach Resort at Boat ... more

02/10/12 Part I: Update on CFTC Rules 4.5 and 4.13 for Registered Investment Companies and Hedge Funds

LawFlash/Client Alert | Investment Management LawFlash
Michael Piracci, F. Mindy Lo, Laura Flores

Investment advisers operating registered investment companies and private funds that conduct more than a de minimis amount of speculative trading in futures, commodity options, and other commodity interests will no longer be exempt from registering with the CFTC as CPOs.

02/10/12 Part II: Proposal to Harmonize CFTC and SEC Requirements for Registered Investment Companies as Commodity Pools

LawFlash/Client Alert | Investment Management LawFlash
Michael Piracci, F. Mindy Lo, Laura Flores

CFTC requests comments on proposed rules intended to harmonize certain CFTC and SEC disclosure, reporting, and recordkeeping requirements in an effort to mitigate the burden on registered investment companies required to comply with the two separate compliance regimes.

02/09/12 Current Division of Investment Management Agenda, presented for the PLI Investment Management Institute 2012

Presentation | Speech
Andrew Donohue

Topics discussed included: Dodd-Frank Act Rules Funds' use of derivatives Target Date Fund Rules Shareholder reports simplification more

02/08/12 Final DOL 408(b)(2) Disclosure Regulation

LawFlash/Client Alert | Employee Benefits and Investment Management LawFlash
Michael Richman, I. Lee Falk, Donald Myers, Craig Bitman, Daniel Kleinman

Final regulation provides a number of helpful clarifications and changes, but continues to impose what will be a highly burdensome disclosure framework.

02/08/12 SEC Concept Release Tackles Investment Company Use of Derivatives, The Review of Securities & Commodities Regulation

Outside Publication | Article
Andrew Donohue

02/03/12 2011 Asset Management Year in Review: Select SEC Enforcement Cases and Developments Regarding Investments Advisers and Investment Companies

Morgan Lewis Title | White Paper
Investment Management Practice

This Outline highlights key U.S. Securities and Exchange Commission (the "SEC" or the "Commission") enforcement developments and cases involving investment advisers and investment companies during 2011. Summary of Key Statist... more

02/02/12 DOL Releases Final 408(b)(2) Disclosure Regulation

LawFlash/Client Alert | Employee Benefits and Investment Management LawFlash
Michael Richman, Donald Myers, Daniel Kleinman

Final regulation on required disclosures by plan service providers extends deadline for disclosures to July 1, 2012.

01/31/12 2011 Year in Review: Asset Management Roundtable

Presentation | Speech
Anne Flannery, Andrew Donohue, Jennifer Klass, Steven Stone

January 2012 2011 Year in Review: SEC and FINRA Selected Enforcement Cases and Developments Regarding Broker-Dealers

Morgan Lewis Title | White Paper
E. Andrew Southerling, Shaina Stahl, Casey Cohen, Ben Indek, Julia Miller, Charles Manice, David Snider, Anne Flannery, Katarzyna Mularczyk, John Matthews, Kevin Rover, Julie Marcacci, Todd Smith, Ivan Harris, Kerry Land, Mary Dunbar, Nicholas Losurdo, Rahul Rao

This Outline highlights key U.S. Securities and Exchange Commission (the "SEC" or the "Commission") and Financial Industry Regulatory Authority ("FINRA") enforcement developments and cases regarding broker-dealers during 2011. ... more

January 2012 Political Contributions and State Lobbyist Registration, The US Private Equity Compliance Companion (PEI)

Outside Publication | Article
Thomas Harman, John O'Brien

This article was first published as a chapter in The US Private Equity Compliance Companion by PEI. For more information, see http://www.peimedia.com. Introduction Private equity ... more

12/16/11 IRS Offers Temporary Relief to IRA Owners; Awaits DOL Guidance

LawFlash/Client Alert | Employee Benefits and Investment Management LawFlash
Michael Richman, I. Lee Falk, Carly Grey

The IRS announces that, pending further action by the DOL, indemnification arrangements described in AO 2011-09A will not be considered prohibited transactions.

12/15/11 Panelist, Spotlight on ETFs, presented at the ICI Securities Law Developments Conference, Washington, D.C.

Presentation | Speech
W. John McGuire

Morgan Lewis partner, W. John McGuire, will serve as a panelist, presenting Spotlight on ETFs at the ICI Securities Law Developments Conference, Washington, D.C. more

12/06/11 DOL Calls into Question Whether Boilerplate Indemnification Language in an IRA Brokerage Agreement Constitutes a Nonexempt Prohibited Transaction

LawFlash/Client Alert | Employee Benefits and Investment Management LawFlash
Michael Richman, Steven Spencer, Craig Bitman, Donald Myers, Daniel Kleinman, I. Lee Falk, Steven Stone

On October 20, the Employee Benefits Security Administration of the U.S. Department of Labor (DOL) issued Advisory Opinion 2011-09A (AO 2011-09A), in which it concludes that relief under Prohibited Transaction Class Exemption 80... more

11/28/11 DOL Adopts Final Regulation on Exemption for Participant-Level Investment Advice

LawFlash/Client Alert | Employee Benefits and Investment Management LawFlash
Employee Benefits and Investment Management Practices

The U.S. Department of Labor (DOL) has adopted a final regulation to implement the statutory exemption from the prohibited transaction rules of the Employee Retirement Income Security Act of 1974, as amended (ERISA), for the pro... more

11/11/11 SEC Staff Grants No-Action Relief on Compliance with ERISA Disclosure Rule

LawFlash/Client Alert | Employee Benefits and Investment Management LawFlash
Michael Richman, Thomas Harman, Donald Myers, David Sirignano

The Division of Investment Management of the U.S. Securities and Exchange Commission (SEC) recently issued a no-action letter to the U.S. Department of Labor (DOL), taking the position that disclosures required by a DOL regulati... more

11/08/11 Form PF Will Result in Substantial Reporting Requirements for Registered Advisers to Private Funds

LawFlash/Client Alert | Investment Management LawFlash
John O'Brien, Monica Parry, Ethan Johnson

On October 26 and October 31, the U.S. Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission (CFTC), respectively, approved rules that will require certain investment advisers to report extensive info... more

11/08/11 Service Providers to ERISA Plans: DOL’s New Disclosure Regulations Are Imminent—Are You Ready?

LawFlash/Client Alert | Employee Benefits LawFlash
Michael Richman, Daniel Kleinman

According to Department of Labor (DOL) officials, the agency will soon publish a "final" final regulation on required disclosures by plan service providers under the statutory prohibited transaction exemption provided by Section... more

11/07/11 Speaker, FundForum USA, Boston

Presentation | Speech
Andrew Donohue

11/02/11 Keynote Speech, presented at the J.P. Morgan Chase CCO & Treasurers Summit

Presentation | Speech
Andrew Donohue

11/01/11 Implications of MF Global Inc. SIPC Proceeding for Counterparties and Market Participants

LawFlash/Client Alert | Investment Management and Restructuring LawFlash
Joshua Blackman, Robert Mendelson

On October 31, the Securities Investor Protection Corporation (SIPC) filed for a protective order under the Securities Investor Protection Act (SIPA) for MF Global Inc., a company registered jointly as an Securities and Exchange... more

10/31/11 Federal Agencies Propose Implementation of Volcker Rule

LawFlash/Client Alert | Investment Management LawFlash
John O'Brien, Ethan Johnson

On October 11 and 12, several federal agencies jointly released proposed rules that would implement the so-called "Volcker Rule."[1] The Volcker Rule, which prohibits "banking entities" from... more

10/24/11 Panelist, “Serving as a Director,” presented for the Pennsylvania Bar Institute’s “The Nuts and Bolts of Board Service: An Introduction to Legal Issues for Nonprofits and their Directors,” Philadelphia

Presentation | Speech
John O'Brien

10/20/11 FSOC Proposes Rules for Board of Governors of the Federal Reserve’s Supervision of Nonbank Financial Companies

LawFlash/Client Alert | Investment Management LawFlash
Investment Management Practice

On October 11, the Financial Stability Oversight Council (the Council) released a second notice of proposed rulemaking and proposed interpretive guidance for determining whether a nonbank financial company would be subject to th... more

10/19/11 Anti-Money Laundering Workshop, presented at NSCP’s 2011 National Membership Meeting, Baltimore, Maryland

Presentation | Speech
Beth Kiesewetter, Ivan Harris

10/19/11 New York GIPS Expert Series – CCO’s Survival Guide to GIPS Compliance, presented at the Harvard Club of New York

Presentation | Speech
Steven Stone

09/27/11 Research, Marketing, Financing and Selling Restrictions Relating to ETFs, presented for Morgan Lewis's ETF Breakfast Roundtable, Session II

Presentation | Speech
Anne Flannery, David Sirignano, Andrew Donohue, P. Georgia Bullitt, W. John McGuire, John O'Brien

September 2011 Electronic Delivery of Form ADV, IAA Newsletter: Compliance Corner

Outside Publication | Article
Jennifer Klass, F. Mindy Lo

09/20/11 Issues for Broker-Dealers acting as APs or LMMs for ETFs, presented for Morgan Lewis's ETF Breakfast Roundtable, Session I

Presentation | Speech
Andrew Donohue, John O'Brien, P. Georgia Bullitt, Christian Mixter, Timothy Levin, Joseph Floren, W. John McGuire, Thomas Harman, David Sirignano, Michael Piracci

09/19/11 Wrap Fee Programs, presented for an OCIE Training Session

Presentation | Speech
Jennifer Klass, Steven Stone

August 2011 Broker-Dealers Will Shoulder Bulk of Responsibility under SEC’s New “Large Trader” Reporting System, Wall Street Lawyer

Outside Publication | Article
Joshua Blackman, P. Georgia Bullitt, John O'Brien

09/02/11 SEC Concept Release Requests Industry Comments on Funds’ Use of Derivatives

LawFlash/Client Alert | Investment Management LawFlash
Christopher Menconi, Andrew Donohue, P. Georgia Bullitt, Joseph Yanoshik, Sean Graber, Timothy Levin, W. John McGuire, Thomas Harman, John O'Brien, Laura Flores, Michael Piracci

At an open meeting on August 31, the Securities and Exchange Commission (SEC) unanimously voted (4-0) to approve the issuance of a Concept Release on the regulatory framework governing the use of derivatives by investment compan... more

August 2011 Changes Coming Soon, Crane Data's Money Fund Intelligence

Outside Publication | Article
Andrew Donohue

08/02/11 SEC Adopts Large Trader Reporting System

LawFlash/Client Alert | Investment Management LawFlash
John O'Brien, P. Georgia Bullitt, Monica Parry, Steven Stone, Timothy Levin, Robert Mendelson, Mark Fitterman, Joshua Blackman, David Sirignano

On July 26, two decades after it first proposed adoption of a large trader reporting system, the Securities and Exchange Commission (SEC) voted to adopt Rule 13h-1 (the Rule) under the Securities Exchange Act of 1934 (Exchange Ac... more

07/25/11 National Society of Compliance Professionals (NSCP) and Westlaw Webinar

Presentation | Speech
Ethan Johnson

On July 25, Investment Management partner Ethan Johnson participated in a webinar co-sponsored by the National Society of Compliance Professionals (NSCP) and Westlaw. The webinar focused on the marketing of UCITS (Undertaking f... more

07/07/11 SEC Adopts Rules Exempting Venture Capital Fund Advisers from SEC Registration and Setting Forth Reporting Regime

LawFlash/Client Alert | Investment Management LawFlash
John O'Brien, Monica Parry, Ethan Johnson, Abigail Bertumen, Trina Winkelmann

Advisers that solely advise funds that are able to fit the narrow definition of "venture capital fund" set forth by the SEC are exempt from registration requirements imposed by the Dodd-Frank Act, but are still required to comply with recordkeeping and reporting obligations.

06/29/11 SEC Adopts Exemptions for Certain Private Fund Advisers and Other Dodd-Frank Implementing Rules

LawFlash/Client Alert | Investment Management LawFlash
John O'Brien, Monica Parry, Ethan Johnson, Trina Winkelmann

Certain fund advisers that fit narrow definitions are exempt from registration requirements imposed by the Dodd-Frank Act, but are still required to comply with recordkeeping and reporting obligations.

06/28/11 SEC Adopts Family Office Rule

LawFlash/Client Alert | Investment Management LawFlash
Monica Parry, Ethan Johnson, Trina Winkelmann

On June 22, the Securities and Exchange Commission (SEC) adopted a rule exempting from registration and regulation under the Investment Advisers Act of 1940 (Advisers Act) certain "family offices." more

06/23/11 CIO/CEO Leaders in Investing Summit, New York

Presentation | Speech
Barbara Shander

06/23/11 SEC Adopts Investment Adviser Rules Implementing the Dodd-Frank Act

LawFlash/Client Alert | Investment Management LawFlash
Monica Parry, Ethan Johnson, Trina Winkelmann

At an open meeting on June 22, the Securities and Exchange Commission (SEC) adopted a number of rules implementing Title IV of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act). The newly adopted ru... more

06/21/11 Supreme Court Establishes Bright-Line Rule for 10b-5 Liability, But Questions Remain: Janus Capital Group, Inc. v. First Derivative Traders

LawFlash/Client Alert | Securities LawFlash
Securities Practice

On June 13, in an important victory for the investment management industry, the U.S. Supreme Court held that mutual fund adviser Janus Capital Management LLC (JCM) and its parent, Janus Capital Group, Inc. (JCG), could not be he... more

06/16/11 Non-Traditional Investment Opportunities in UMAs, presented at the 2011 MMI Conference on Compliance and Enforcement

Presentation | Speech
Ryan Helmrich

06/08/11 Time Running Out on Retail Currency Business for SEC-Registered Broker-Dealers

LawFlash/Client Alert | Investment Management LawFlash
Michael Piracci, P. Georgia Bullitt, F. Mindy Lo

As things currently stand, on July 16, when the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd-Frank Act)[1] becomes effective, Securities and Exchange Commission (SE... more

05/17/11 The Evolving Role of the CCO in a New Era of Regulation, presented at NRS Education's 26th Annual Spring Investment Adviser and Broker-Dealer Compliance Conference, Miami

Presentation | Speech
Steven Stone

05/16/11 Current Product Development—Trends and Issues for Variable Annuities, presented at the 2011 ALIC Annual Meeting: Surviving and Thriving After Financial Reform, Tuscon, AZ

Presentation | Speech
Michael Berenson

05/05/11 Mutual Fund Crisis Preparation and Response: Some Practical Insights into Preparing for and Responding to a Crisis Affecting Your Organization, presented at the ICI 2011 General Membership Meeting, Washington, D.C.

Presentation | Speech
Anne Flannery, Andrew Donohue

04/19/11 ETFs 360° - Formation, Regulation and Trading

Presentation | Speech
Andrew Donohue, P. Georgia Bullitt, W. John McGuire, John O'Brien

04/05/11 The Changing Standard of Client Care, presented at a MFS Fund Distributors Roundtable, Boston

Presentation | Speech
Andrew Donohue

03/29/11 Independent Directors Council Briefing, presented at the 2011 Mutual Funds and Investment Management Conference, Palm Desert, California

Presentation | Speech
Andrew Donohue

03/28/11 SEC Staff Issues Guidance on “Pay-to-Play” Rule

LawFlash/Client Alert | Investment Management and Private Investment Funds LawFlash
Steven Stone, John O'Brien, Monica Parry, Timothy Levin, Thomas Harman

On March 22, the staff of the Division of Investment Management (Staff) of the Securities and Exchange Commission (SEC) provided guidance on Rule 206(4)-5 (Rule) under the Investment Advisers Act (Advisers Act)-the so-called "Pa... more

March 2011 Analysis of the SEC Staff’s Study: SEC Responds to Congress on a Uniform Fiduciary Standard for Investment Advisers and Broker-Dealers, Wall Street Lawyer

Outside Publication | Article
Steven Stone, Laura Flores

03/16/11 Financial Crisis: Money Market Funds, presented at Brooklyn Law School, Brooklyn, New York

Presentation | Speech
Andrew Donohue

Spring 2011 Two Recent Private Letter Rulings Provide a Rationale for Determining When Certain Derivative Contracts Will Be Considered Securities Under Code Sec. 851(b)(2) and Will Produce Qualifying Income for a Regulated Investment Company, Journal of Taxation of Financial Products, Vol. 9 Issue 3

Outside Publication | Article
William Zimmerman

03/04/11 Pay-to-Play: Countdown to Compliance

Presentation | Webinar
Andrew Schaffran, John O'Brien, Timothy Levin

Morgan Lewis presented this 1 1/2 hour webinar that focused on what advisers should be doing during the final countdown toward compliance. Attendees learned what other advisers are doing and received "best practice" tips from bot... more

02/17/11 How Will Regulatory Change Affect the Positioning of Managed Solutions? presented at the MMI 2011 Sales & Marketing Leadership Summit

Presentation | Speech
Steven Stone

02/09/11 CFTC Proposed Rules on Position Limits, presented at the Managed Funds Association's OTC Derivatives Forum, New York

Presentation | Speech
Michael Philipp

02/09/11 CFTC Proposes to Adopt NFA’s Request to Delete CPO Exemption Used by Mutual Funds and to Eliminate Other Widely Used CPO Exemptions

LawFlash/Client Alert | Investment Management LawFlash
Michael Piracci

In a sign of its increased regulatory muscle, on January 26 the Commodity Futures Trading Commission (CFTC) issued proposed rules regarding commodity pool operators (CPOs) that not only proposed eliminating the CFTC Rule 4.5 exe... more

02/09/11 How will Regulatory Change Affect the Positioning of Managed Solutions?, presented at the MMI ERISA Leadership Summit, Orlando, FL

Presentation | Speech
Steven Stone

02/04/11 SEC and CFTC Propose Reporting Requirements for Investment Advisers to Private Funds

LawFlash/Client Alert | Investment Management LawFlash
Investment Management Practice

The Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC) issued rule proposals requiring investment advisers to private funds, which are not regulated by these two agencies, to provide det... more

01/31/11 The Commercial End-User Exemption

LawFlash/Client Alert | Financial Regulatory Reform LawFlash
Thomas D'Ambrosio

CFTC and SEC solicit comments on proposed rules governing the commercial end-user exemption to the clearing requirements of Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act

01/28/11 Analysis of the SEC Staff’s Study on Investment Advisers and Broker-Dealers

LawFlash/Client Alert | Investment Management FYI
Laura Flores, Steven Stone

Late in the evening on Friday, January 21, the Securities and Exchange Commission (SEC) Staff released its Study on Investment Advisers and Broker-Dealers (the Study), which was required by Section 913 of the Dodd-Frank Wall S... more

01/10/11 SEC Proposes Exemptions for Certain Private Fund Advisers

LawFlash/Client Alert | Financial Regulatory Reform LawFlash
John O'Brien, Ethan Johnson

Certain fund advisers that fit narrow definitions would be exempt from registration requirements imposed by the Dodd-Frank Act, but would still be required to comply with extensive recordkeeping and reporting obligations.

01/05/11 Finally Approved by the EU Parliament: The European Regulation of Alternative Investment Fund Managers

LawFlash/Client Alert | Investment Management and Private Investment Funds LawFlash
Ann Baker

The regulation of alternative investment funds (AIFs) and their managers (AIFMs) pursuant to the Directive on Alternative Investment Fund Managers (AIFM Directive) is one of the most significant legislative projects ever underta... more

12/06/10 Form ADV Part 2, presented at the Philadelphia Compliance Roundtable, Philadelphia, PA

Presentation | Speech
Jennifer Klass

12/02/10 Working with Expert Consultants:Procedures for Controlling Material Non-Public Information (MNPI)

Presentation | Webinar
Thomas Harman, Leslie Caldwell, Robert Mendelson, Michael Kraut

11/16/10 Rule 206-4(2) Custody Webinar

Presentation | Speech
Monica Parry, Steven Stone

11/11/10 The Changing Regulatory Environment and the Impact on the Private Equity and Venture Capital Industry, presented for the PE WIN Educational Series

Presentation | Speech
Jennifer Klass

11/03/10 Dual Registrant Issues, presented at the 2010 NSCP National Meeting

Presentation | Speech
Steven Stone

Morgan Lewis's Steven W. Stone presented on Dual Registrant Issues at the 2010 NSCP National Meeting in Baltimore, MD. View the presentation > more

November 2010 Implications of the Dodd-Frank Act for Derivatives Clearing Organizations, Advanced Swaps & Other Derivatives,

Outside Publication | Chapter
Michael Philipp

11/01/10 New SEC Brochure Highlights Professional Designations (read the paper)

Outside Publication | White Paper
Joseph Yanoshik, Steven Stone

November 2010 SEC Adopts New Disclosure Brochure for Investment Advisers

Outside Publication | Article
Joseph Yanoshik, Monica Parry, Jennifer Klass

10/19/10 Panelist, Clearing and Trading of Swaps panel, presented at the 2010 PLI Advanced Swaps and Derivatives Program, New York

Presentation | Speech
Michael Philipp

10/08/10 Issues for Investors – Beginning, Middle and End, presented at the Campbell's Cayman Fund Focus 2010

Presentation | Speech
Ethan Johnson

10/04/10 The Cutting Edge: Regulatory Focus on Broker-Dealer Trading Practices, presented at the NRS 25th Annual Fall Compliance Conference, Scottsdale, AZ

Presentation | Speech
Beth Kiesewetter

10/01/10 European Commission Publishes Proposed Regulation on Short Selling and CDSs

LawFlash/Client Alert | Investment Management LawFlash
Jens-Dietrich Mitzlaff, Torsten Schwarze

On September 15, 2010, the European Commission published a proposal ( the Proposal ) for a European Regulation on short selling and certain aspects of credit default swaps ( CDSs ). The Proposal aims at enhancing the regulatory f... more

October 2010 Registration of Investment Advisers in the United States, Deacon's Financial Services Newsletter

Outside Publication | Article
Ethan Johnson

October 2010 The SEC Looks To Tighten Its Regulatory "Reins" with Market Structure Reform—But Will It Adversely Impact Asset Managers?

Outside Publication | Article
Beth Kiesewetter, Christopher Menconi

09/29/10 Compliance Roundtable Seminar

Presentation | Speech
Anne Flannery, Jennifer Klass

09/29/10 Solicitors as Municipal Advisors Subject to Registration and New Fiduciary Standards

LawFlash/Client Alert | Investment Management FYI
Investment Management Practice

While SEC-registered investment advisers may not be covered by the new municipal advisor requirements, solicitors may be caught up and subjected to new fiduciary duties when soliciting municipal entity clients.

09/27/10 Compliance and Records in the Social Media Age, presented at FMW’s Fourth Annual Conference on Social Media Compliance in Financial Services, New York

Presentation | Speech
Beth Kiesewetter

09/27/10 Policy Considerations of Trade Errors, presented at the Ascendant Compliance Management Conference, Washington, D.C.

Presentation | Steven Stone

09/20/10 CFTC Requests Comment on NFA Petition to Restrict Exclusions from Commodity Pool Operator Definition

LawFlash/Client Alert | Investment Management LawFlash
Michael Piracci, Ethan Johnson, P. Georgia Bullitt, W. John McGuire, Laura Flores, Rebecca Leon

On September 17, the Commodity Futures Trading Commission (CFTC) published in the Federal Register a request for comments on National Futures Association's (NFA's) petition for rulemaking (the Petition), to revise the exclusions... more

09/01/10 CFTC Issues Final Retail Forex Rules

LawFlash/Client Alert | Investment Management LawFlash
Michael Piracci

On August 30, the Commodity Futures Trading Commission (CFTC) announced the issuance of its long-anticipated final rules for off-exchange foreign currency transactions (forex) with retail customers. more

09/01/10 SEC Proposes Revisions to Mutual Fund Distribution Fees (Rule 12b-1) and Disclosure

LawFlash/Client Alert | Investment Management FYI
Steven Stone, Christopher Menconi, John O'Brien, Donald Myers, Sean Graber, Timothy Levin, W. John McGuire, Thomas Harman

On July 21, the Securities and Exchange Commission (SEC) proposed new rules and disclosure requirements that, if adopted, will significantly change the existing framework governing the use of mutual fund assets to pay for distrib... more

08/19/10 NFA Revises Petition to Restrict Exclusions from Commodity Pool Operator Definition

LawFlash/Client Alert | Investment Management LawFlash
Michael Piracci, Ethan Johnson, P. Georgia Bullitt, W. John McGuire, Laura Flores, Rebecca Leon

On June 29, National Futures Association (NFA) submitted to the Commodity Futures Trading Commission (CFTC) a petition for rulemaking (the Petition) that would revise the exclusions from the definition of a commodity pool operat... more

August 2010/October 2010 Legal Considerations for Registered Investment Companies Investing in Derivatives, Investment Lawyer, Vol. 17, Nos. 8 & 10

Outside Publication | Article
William Zimmerman, Thomas Harman, P. Georgia Bullitt, Christopher Menconi

07/28/10 Dodd-Frank Wall Street Reform and Consumer Protection Act: Summary of Provisions of Primary Interest to Advisers

LawFlash/Client Alert | Financial Regulatory Reform LawFlash
Investment Management Practice

Among the many reforms to occur due to the recent passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act, some provisions will specifically impact the business of those investment advisers registered under the Advisers Act.

07/28/10 Private Fund Investment Advisers Registration Act Enacted Into Law

LawFlash/Client Alert | Financial Regulatory Reform LawFlash
Ethan Johnson

Hedge fund and private equity fund managers will now be required to register with the SEC or state regulators, while venture capital fund advisers obtain an exemption from registration.

07/13/10 German Short Selling Legislation Expected to Become Effective in July 2010

LawFlash/Client Alert | Investment Management LawFlash
Jens-Dietrich Mitzlaff, Torsten Schwarze

Morgan Lewis reported recently on the short selling bans imposed by the German Federal Financial Supervisory Authority ( Bundesanstalt für Finanzdienstleistungsaufsich or BaFin) and on a proposed Stability Act providing fo... more

07/09/10 SEC Adopts Pay-to-Play Rule Under Investment Advisers Act

LawFlash/Client Alert | Investment Management and Private Investment Funds LawFlash
Steven Stone, John O'Brien, Monica Parry, Jennifer Klass, Timothy Levin, Thomas Harman

On July 1, the U.S. Securities and Exchange Commission (SEC) adopted new Rule 206(4)-5 (the Rule) under the Investment Advisers Act (Advisers Act) [1] aimed at curtailing pay-to-play practic... more

07/01/10 NFA Petitions the CFTC to Restrict Exclusions from the Commodity Pool Operator Definition for Investment Companies

LawFlash/Client Alert | Investment Management LawFlash
Michael Piracci, Ethan Johnson, P. Georgia Bullitt, W. John McGuire, Laura Flores, Rebecca Leon

On June 29, National Futures Association (NFA) submitted to the Commodity Futures Trading Commission (CFTC) a petition for rulemaking (the Petition) that would subject an adviser or other person associated with a registered inve... more

06/14/10 LP/GP Roundtable Discussion, presented to the CFA Society of Washington and Wharton Private Equity Partners, Washington, D.C.

Presentation | Speech
Louis Singer

06/04/10 German Government Proposal Narrows Derivatives Ban

LawFlash/Client Alert | Investment Management LawFlash
Jens-Dietrich Mitzlaff, Torsten Schwarze

On May 18, the German Federal Financial Supervisory Authority ( Bundesanstalt für Finanzdienstleistungsaufsicht , or BaFin) issued three decrees that are aimed at banning naked short selling and certain credit default swap ... more

June 3–June 4, 2010 Investment Company Regulation and Compliance, presented at an ALI-ABA Conference, Washington, D.C.

Presentation | Speech
Thomas Harman, W. John McGuire

June 2010 "Everything Old Is New Again": Supreme Court Affirms Gartenberg Standard in Unanimous Decision in Jones v. Harris Associates L.P., The Investment Lawyer, Vol. 17, No. 6

Outside Publication | Article
Thomas Harman, Kathleen Long, Christian Mixter, Christopher Menconi, Patrick Conner

05/27/10 German Federal Government Proposes to Extend the Ban on Short Selling in Germany

LawFlash/Client Alert | Investment Management LawFlash
Jens-Dietrich Mitzlaff, Torsten Schwarze

Last week the German Federal Financial Supervisory Authority ( Bundesanstalt für Finanzdienstleistungsaufsicht, or BaFin) issued three decrees, dated May 18, 2010, that are aimed at banning naked short selling and certain ... more

05/24/10 Impact of Senate Financial Reform Bill on Retail Brokerage and Private Client Services

LawFlash/Client Alert | Financial Regulatory Reform LawFlash
John O'Brien, Steven Stone

Pending financial reform legislation, coupled with regulatory initiatives under way at SEC, FINRA, and DOL, move to establish consistent professional standards, improve disclosures, and impose greater requirements on securities professionals

05/20/10 Regulatory Change for Our Managed Solutions Sector, presented at Money Management Institute 2010 Annual Convention, New York

Presentation | Speech
Steven Stone

05/19/10 BaFin Bans Naked Short Selling and Certain Credit Default Swaps

LawFlash/Client Alert | Investment Management LawFlash
Jens-Dietrich Mitzlaff, Torsten Schwarze

With three general decrees dated May 18, 2010, the German Federal Financial Supervisory Authority (BaFin) banned naked short selling (i) in debt securities issued by the EU Member States and denominated in Euro, (ii) in shares o... more

05/12/10 Commissions Management: The Consortium, presented at the TraderForum 2010 Annual Conference, Chicago

Presentation | Speech
Steven Stone

05/10/10 New Environment for Fundraising in 2010: A Partner Level Discussion, presented at a Wharton Private Equity Partners event, Philadelphia

Presentation | Speech
Louis Singer

05/07/10 Mutual Funds, Broker Dealers, and Investment Advisers: Risks and Approaches to a Changing Market Place, presented at the 42nd Annual Rocky Mountain Securities Conference, Denver, CO

Presentation | Speech
Steven Stone

05/06/10 Bank Regulatory Examinations, presented at the SIFMA Compliance & Legal Society 2010 Annual Seminar, Washington, D.C.

Presentation | Speech
John Ayanian

05/06/10 New and Innovative Mutual Fund Products, presented at the ICI General Membership Meeting/Legal Forum, Washington, D.C.

Presentation | Speech
Timothy Levin, W. John McGuire

04/29/10 SEC’s Large Trader Reporting System Proposal Would Affect Large-Volume, High-Frequency Traders and Their Broker-Dealers

LawFlash/Client Alert | Investment Management FYI
Steven Stone, David Sirignano, Timothy Levin, Mark Fitterman, Robert Mendelson, Monica Parry, John O'Brien

On April 14, the Securities and Exchange Commission (SEC) issued a release (Release) proposing that certain large-volume, high-frequency traders (classified as "large traders") be required to self-identify to the SEC, and that b... more

04/22/10 Preparing for Regulatory Change in Private Client Services, presented at the SIFMA Private Client Conference, New York

Presentation | Speech
Steven Stone

04/21/10 Creating a Manageable & Defensible Recordkeeping System, presented at the 25th Annual NRS Spring Conference, Fort Lauderdale, FL

Presentation | Speech
W. John McGuire

04/07/10 Regulatory Initiatives: Overview of U.S. Regulatory Reform, presented at the 2010 Annual Private Fund Investors Roundtable

Presentation | Speech
Jennifer Klass

03/31/10 Supreme Court Affirms Gartenberg Standard in Unanimous Decision in Jones v. Harris Associates L.P.

LawFlash/Client Alert | Investment Management FYI
Christopher Menconi, Thomas Harman, Kathleen Long, Timothy Levin, Sean Graber, Christian Mixter, W. John McGuire, Patrick Conner

On March 30, the U.S. Supreme Court, in a unanimous decision in Jones v. Harris Associates L.P. , affirmed the standard as articulated by the Second Circuit Court of Appeals in 1982 in Gartenberg v. Merrill Lynch more

03/30/10 Understanding the New Requirements Affecting RIAs, presented at a Rule 206-4(2) Custody Webinar

Presentation | Speech
Steven Stone

03/14/10 The Changing Landscape for Trading and Market Structure, presented at 2010 Mutual Funds and Investment Management Conference, Phoenix, AZ

Presentation | Speech
Steven Stone

03/10/10 Critical Elements of Commission Sharing Arrangements & Soft Dollars, presented at the Ascendant Investment Adviser Compliance Conference, Santa Monica, CA

Presentation | Speech
Steven Stone

03/10/10 Insider Trading: Creating a Safe Environment (SEC Top Risk), presented at the Ascendant Investment Adviser Compliance Conference, Santa Monica, CA

Presentation | Speech
Steven Stone

03/10/10 Prospectus Liability, presented at an Independent Directors Council Teleconference

Presentation | Speech
Christopher Menconi

02/25/10 Current Soft Dollar Issues, presented at the IAA/ACA Investment Adviser Compliance Forum, Arlington, VA

Presentation | Speech
Steven Stone

02/24/10 Expectations Regarding the New Regulatory Climate and Regulation, presented at the 3rd Annual Advanced Topics in Hedge Fund Practices Conference, New York

Presentation | Speech
Jennifer Klass

02/04/10 The Latest on the Regulatory Landscape and What it Means for You, presented at the TD Ameritrade Institutional 2010 National Conference, Orlando, FL

Presentation | Speech
Rebecca Leon

01/27/10 SEC Proposes Amendments to Issuer Repurchase Rule (Rule 10b-18)

LawFlash/Client Alert | Investment Management FYI
Mark Fitterman, David Sirignano, John Ayanian, George Yearsich

On January 25, the Securities and Exchange Commission (SEC) proposed changes to Rule 10b-18-the issuer repurchase rule under the Securities Exchange Act of 1934 (Exchange Act). Rule 10b-18 provides a safe harbor for open-market ... more

01/12/10 Floor Amendments to House Legislation Clarify Small Fund Adviser Exception and Increase Protection of Proprietary Information

LawFlash/Client Alert | Private Investment Funds LawFlash
John O'Brien

Amendments to the Wall Street Reform and Consumer Protection Act of 2009, which were made during recent consideration and debate on the floor of the U.S. House of Representatives (the House), clarify the proposed exemption from ... more

01/07/10 Legislation Passed by House Would Require Most Private Fund Advisers to Register with SEC

LawFlash/Client Alert | Private Investment Funds LawFlash
John O'Brien

The U.S. House of Representatives (House) recently passed legislation with proposed amendments to the Investment Advisers Act of 1940, as amended (Advisers Act) that would effectively require many investment advisers to private ... more

01/07/10 SEC Adopts Amendments to Advisers Act Custody Rule

LawFlash/Client Alert | Investment Management FYI
Ethan Johnson, Monica Parry, Jennifer Klass

On December 30, 2009, the Securities and Exchange Commission (SEC) adopted amendments to the custody rule under the Advisers Act of 1940 (the Custody Rule) designed to strengthen controls over the custody of client assets by reg... more

01/07/10 Social Networking in the Securities Context, presented as an ALI-ABA Webinar

Presentation | Speech
Steven Stone

January 2010 Changes in CFTC Regulation for Non-US Pools, Deacons Private Fund Newsletter

Outside Publication | Article
Ethan Johnson

2010 Ongoing Requirements for Registered Investment Advisers, Investment Management: Law and Practice (Oxford University Press)

Outside Publication | Chapter
Monica Parry

December 2009 U.S. Legislative Update

Morgan Lewis Title | Article
Ethan Johnson

November 2009 Venture Capital and Private Equity Funds Deskbook (more)

Morgan Lewis Title | Deskbook
Private Investment Funds Practice

11/05/09 FINRA Updates, presented at the NRS Compliance Conference, Las Vegas, NV

Presentation | Speech
Mary Dunbar

10/28/09 Opening Remarks, presented at the 10th Annual A.A. Sommer, Jr. Lecture on Corporate, Securities, and Financial Law, New York

Presentation | Speech
Ben Indek

2009 Morgan Lewis Hedge Fund Deskbook 2009: Legal and Practical Guide for a New Era, Contributing Editor (Thomson Reuters/West)

Outside Publication | Book
Timothy Levin, Ethan Johnson, Jedd Wider

This book is a convenient reference source both for hedge fund managers in the process of organizing new funds and for those who have occasional questions arising from the operation of their existing funds. It covers a broad ra... more

10/19/09 Looking Forward to 2010: Hot SEC Topics for Advisers, presented at the TD Ameritrade Institutional 2009 Fall Regional Conference, New York

Presentation | Speech
Anne Flannery, Steven Stone

10/14/09 Regulatory Update, presented at the 2009 IAA Fall Compliance Workshop, New York

Presentation | Speech
Jennifer Klass

10/08/09 Today's Investment Adviser Books and Records Requirements - Including E-mail and How to Avoid Common Exam Problems, presented at the 2009 NRS Desktop Seminar

Presentation | Speech
W. John McGuire

10/07/09 Commission Sharing Agreements vs. Traditional Soft Dollar Agreements: What Has Changed?, presented at the NSCP National Membership Meeting, Workshop Session X(c)IA, Philadelphia

Presentation | Speech
Steven Stone

10/07/09 The Compliance Officer Self-Protection Plan, presented at the NSCP National Membership Meeting, Philadelphia

Presentation | Speech
Anne Flannery

10/06/09 Conflicts of Interest [Large Firms], presented at the NSCP National Membership Meeting, Philadelphia

Presentation | Speech
Ivan Harris

10/06/09 Conflicts of Interest [Small Firms], presented at the NSCP National Membership Meeting, Philadelphia

Presentation | Speech
John Ayanian

10/06/09 Dealing with Regulatory Enforcement, presented at the NSCP National Membership Meeting, Philadelphia

Presentation | Speech
Ben Indek

October 2009 Executive Compensation and Corporate Governance Standards for TARP Recipients, Journal of Taxation

Outside Publication | Article
Amy Kelly

09/29/09 Status of Proposed Legislation Requiring Registration of Investment Advisers to Private Investment Funds

LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance Practice

Since President Obama renewed his call for financial regulatory reform in a speech to Wall Street leaders on September 14, new details have emerged that shed some light on Congress's potential timeline for addressing the Obama a... more

09/23/09 Preparing for an SEC Exam, presented at GIPS Standards Annual Conference 2009, Boston

Presentation | Speech
Steven Stone

09/23/09 SEC Adopts Interim Final Temporary Money Market Funds Reporting Requirement

LawFlash/Client Alert | Investment Management FYI
Christopher Menconi, Thomas Harman, Sean Graber, Timothy Levin, W. John McGuire, Laura Flores

On Friday, September 18, the Securities and Exchange Commission (SEC) adopted interim final temporary rule 30b1-6T under the Investment Company Act of 1940 (the Rule) requiring any money market fund with a market-based net asset... more

09/22/09 Performance Advertising 101: Regulatory Do's and Don'ts, presented at GIPS Standards Annual Conference 2009, Boston

Presentation | Speech
Steven Stone

09/21/09 Investment Advisers: The Changing Regulatory Landscape, presented at an ALI-ABA Conference

Presentation | Speech
Steven Stone

09/17/09 Investment Advice Issues, presented at the SIFMA Annual Savings and Retirement Conference 2009, Washington, D.C.

Presentation | Speech
Steven Stone

09/16/09 Broker-Dealer Session, presented at the Compliance Roundtable Seminar, Philadelphia

Presentation | Speech
John Ayanian

09/16/09 Investment Adviser Session, presented at the Compliance Roundtable Seminar, Philadelphia

Presentation | Speech
Timothy Levin

09/15/09 Legal and Regulatory Update, presented at the 2009 MMI Technology and Operations Conference, Jersey City, NJ

Presentation | Speech
Jennifer Klass

09/14/09 Advisor Regulatory Panel, presented at the First Clearing LLC Fall 2009 Compliance Roundtable

Presentation | Speech
Jennifer Klass, John Ayanian

Fall 2009 Cognizing the Second Agenda: The Importance of Acknowledging Perspective When Counseling Clients in Employment Law, Temple Law Review, Vol. 82, No. 3

Outside Publication | Article
John O'Brien

08/10/09 SEC Announces Actions on Short Sales

LawFlash/Client Alert | Securities Industry FYI
Robert Mendelson

On July 27, the Securities and Exchange Commission (SEC) announced several actions in its continuing examination of short sale regulation. First, the SEC adopted Rule 204 of Regulation SHO under the Securities Exchange Act of 1... more

08/07/09 Proposed Rule under Investment Advisers Act Would Limit “Pay to Play” Practices

LawFlash/Client Alert | Private Investment Funds LawFlash
John O'Brien, Thomas Harman, Michael Berenson, Monica Parry, Abigail Bertumen, Timothy Levin, W. John McGuire, Steven Stone

On August 3, the Securities and Exchange Commission (SEC) proposed new Rule 206(4)-5 under the Investment Advisers Act of 1940 [1] (Advisers Act) aimed at curtailing "pay to play" practices ... more

08/03/09 The Fate of Fixed Indexed Annuities and Rule 151A

LawFlash/Client Alert | Investment Management FYI
Michael Berenson, Christopher Menconi

On July 21, the U.S. Court of Appeals for the District of Columbia Circuit issued its opinion in American Equity Investment Life Insurance Company, et al. [1] v. Securities and Exchange Com... more

August 2009 IRS Grants FBAR Filing Extension for Certain U.S. Persons, Deacons Private Fund Newsletter

Outside Publication | Article
Ethan Johnson

August 2009 Legislation Proposed by U.S. Treasury Would Require Private Fund Advisers to Register with the SEC, Deacons Private Fund Newsletter

Outside Publication | Article
Ethan Johnson

July/August 2009 SEC Permits Some U.S. Investors to Trade Foreign Security Futures Contracts (Finally!), Futures & Derivatives Law Report

Outside Publication | Article
Michael Philipp

07/17/09 Legislation Proposed by U.S. Treasury Would Require Private Fund Advisers to Register with the SEC

LawFlash/Client Alert | Investment Management FYI
Peter Phleger, Ethan Johnson, Paul McCoy, Timothy Levin, P. Georgia Bullitt, Jedd Wider, Steven Stone

The U.S. Department of the Treasury (Treasury) recently proposed amendments to the Investment Advisers Act of 1940, as amended (Advisers Act) that would effectively require most investment advisers to private pools of investment... more

07/15/09 Cross-Border Webinar for the Financial Services Sector

Presentation | Webinar
Beth Kiesewetter, Carsten Horter, Steven Stone

We have witnessed an increase in enforcement action against firms for the mishandling of client information and security breaches. This webinar discussed developments in the United States and Europe which affect financial institu... more

07/15/09 Money Market Fund Reform

LawFlash/Client Alert | Investment Management FYI
Christopher Menconi, Thomas Harman, Timothy Levin, W. John McGuire

On June 30, the Securities and Exchange Commission (SEC) released proposed changes to Rule 2a-7 under the Investment Company Act of 1940 (1940 Act) (Rule 2a-7), which is the rule governing money market funds. more

07/10/09 SEC Rule Proposal to Facilitate Shareholder Director Nominations

LawFlash/Client Alert | Investment Management FYI
Thomas Harman, Kathleen Long, Christopher Menconi

On June 10, the Securities and Exchange Commission (SEC) sought public comments on proposed Rule 14a-11 under the Securities Exchange Act of 1934, as amended (Exchange Act), as well as other amendments to its proxy rules. The p... more

06/29/09 Update for Public Plans Regarding Foreign Bank and Financial Accounts Filing Requirements

LawFlash/Client Alert | Private Investment Funds LawFlash
Business and Finance Practice

Much confusion exists regarding filing of Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts (FBAR). Generally, any U.S. person or entity that at any time during calendar year 2008 had a financial interest in, or ... more

06/24/09 Examination Protocols, presented at the SEC's International Institute for the Regulation and Inspection of Investment Advisers, Washington, D.C.

Presentation | Speech
Steven Stone

June 2009 The Madoff “Opportunity”: Harmonizing the Overarching Standard of Care for Financial Professionals Who Give Investment Advice, Wall Street Lawyer, Vol. 13, Issue 6

Outside Publication | Article
Steven Stone

06/19/09 Broker-Dealer Regulatory Update - As of June 18, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

06/19/09 Ethical Responsibilities of Legal and Compliance Professionals: Recent SEC and FINRA Cases Involving Lawyers and Compliance Professionals, presented at the 31st Annual ALI-ABA Broker-Dealer Regulation Conference, New York

Presentation | Speech
Anne Flannery

06/17/09 SEC Enforcement Action Provides Guidance on Portfolio Valuation and Disclosure

LawFlash/Client Alert | Investment Management FYI
John O'Brien, Michael Berenson, Christopher Menconi, Thomas Harman

The Securities and Exchange Commission (SEC) recently brought enforcement proceedings against a fund's investment adviser and distributor for overvaluing portfolio assets over an extended period of time, and later selectively di... more

06/12/09 Broker-Dealer Regulatory Update - As of June 11, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

06/12/09 Conducting Internal Investigations, presented for the FINRA Institute at Wharton Business School, Philadelphia

Presentation | Speech
Anne Flannery, Mary Dunbar

06/05/09 Broker-Dealer Regulatory Update - As of June 4, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

May 2009 The Evolution of Past Specific Recommendations in Investment Adviser Advertisements, Investment Lawyer, Vol. 16, No. 5

Outside Publication | Article
John O'Brien, Jennifer Klass

May 2009 Uncertainty Reigns: The Status of Indexed Universal Life Policies After Rule 151A, Investment Lawyer, Vol. 16, No. 5

Outside Publication | Article
Michael Berenson, Christopher Menconi

05/22/09 Broker-Dealer Regulatory Update - As of May 21, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

05/21/09 An Update on Regulatory Issues, presented at the 7th Annual PMAR Conference, Philadelphia

Presentation | Speech
Steven Stone

05/20/09 Re-Assessing Risk and the Annual Review in Current Market Conditions, presented as an IAA webcast

Presentation | Speech
Monica Parry

05/15/09 SEC Proposes Strengthening of Advisers Act Custody Rule

LawFlash/Client Alert | Investment Management FYI
Monica Parry, P. Georgia Bullitt, Steven Stone

As expected, on May 14 the Securities and Exchange Commission (SEC) proposed changes to the custody rule under the Investment Advisers Act of 1940, Rule 206(4)-2, that will affect the roughly 9,600 investment advisers that the ... more

05/14/09 Washington Update, presented at the Trader Forum 2009 Annual Conference, Orlando, FL

Presentation | Speech
Steven Stone

05/08/09 Broker-Dealer Regulatory Update - As of May 7, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

05/06/09 Essential Business, Legal, and Regulatory Considerations, presented at the Second Annual Outsourcing in the Financial Services Seminar, New York

Presentation | Speech
John Ayanian

05/04/09 Rule 151A, presented at the Association of Life Insurance Counsel Annual Meeting, San Diego, CA

Presentation | Speech
Michael Berenson

05/01/09 Broker-Dealer Regulatory Update - As of April 30, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

04/27/09 SEC Inspection Priorities for Investment Advisers and Mutual Funds in the Wake of the Market Crisis, presented at the 2009 NRS Annual Spring Compliance Conference, Orlando, FL

Presentation | Speech
Steven Stone

04/24/09 Broker-Dealer Regulatory Update - As of April 23, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

04/22/09 Eleven Steps for Addressing Treasury Fail Penalties

LawFlash/Client Alert | Investment Management FYI
P. Georgia Bullitt, Robert Mendelson

Money managers trading U.S. Treasury securities need to take quick action to prepare for the May 1, 2009 effectiveness of the industrywide voluntary protocol under which parties will be assessed penalties for settlement fails in ... more

04/17/09 Broker-Dealer Regulatory Update - As of April 16, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

04/15/09 Eighth Circuit Considers Gartenberg Factors

LawFlash/Client Alert | Investment Management FYI
Thomas Harman, Jennifer Klass, W. John McGuire

In the midst of market turmoil that has sent the value of many mutual funds' shares plummeting and has caused many investors to take a harder look at the management fees they are being charged, the U.S. Court of Appeals for the... more

04/02/09 Treasury Extends Money Market Fund Guarantee

LawFlash/Client Alert | Investment Management FYI
John O'Brien, Michael Berenson, W. John McGuire, Sean Graber, Timothy Levin, Christopher Menconi, Thomas Harman

In order to further stabilize the financial markets, the U.S. Treasury Department (the Treasury) recently announced an additional extension to the Temporary Money Market Funds Guarantee Program (the Program). The Program, whic... more

Spring 2009 Protecting Nursing Home Residents from Attacks on Their Ability to Recover Damages, Rutgers Law Review, Vol. 61, No. 3

Outside Publication | Article
John O'Brien

03/27/09 Broker-Dealer Regulatory Update - As of March 26, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

03/25/09 Workshop: Mutual Funds–Solving Problems, presented at the SIFMA Compliance & Legal Division’s 2009 Annual Seminar, Phoenix, AZ

Presentation | Speech
John Ayanian

03/20/09 Broker-Dealer Regulatory Update - As of March 19, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

03/20/09 Securities and Exchange Commission Staff Confirms Ability of iShares ETFs to Use Affiliated Indices as Benchmarks

LawFlash/Client Alert | Investment Management FYI
Thomas Harman, Michael Berenson, W. John McGuire, Christopher Menconi

Securities and Exchange Commission (SEC) staff recently issued a no-action letter confirming the oral no-action relief it had granted to Barclays Global Fund Advisors (BGFA) and certain funds in the iShares Trust (each a Fund; c... more

03/18/09 Back to Basics: FINRA Issues 2009 Examination Priorities

LawFlash/Client Alert | Securities Industry FYI
Ben Indek, Mark Fitterman, Jennifer Klass, John Ayanian

On March 9, the Financial Industry Regulatory Authority (FINRA) issued its annual communication to member firms outlining its 2009 Examination Priorities. FINRA’s 2009 letter highlights a number of issues that have gained... more

03/10/09 Supreme Court Grants Certiorari in Jones v. Harris Associates L.P.

LawFlash/Client Alert | Investment Management FYI
Thomas Harman, Jennifer Klass, Christian Mixter, Patrick Conner, Trina Winkelmann

On March 9, the U.S. Supreme Court granted the plaintiffs' petition for a writ of certiorari in Jones v. Harris Associates L.P. , an excessive-fee case brought under Section 36(b) of the Investment Company Act of 1940. As disc... more

03/06/09 Broker-Dealer Regulatory Update - As of March 5, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

03/05/09 FINRA Proposes Significant Changes to Forms U4 and U5

LawFlash/Client Alert | Investment Management FYI
John O'Brien, Mark Fitterman, Ben Indek, Steven Stone

The Financial Industry Regulatory Authority (FINRA) recently filed with the Securities and Exchange Commission (SEC) a proposed rule change that, if adopted, would make significant changes in the reporting of certain disclosure... more

02/27/09 Closed-End Fund Trustees Sued by Auction Rate Preferred Shareholders

LawFlash/Client Alert | Independent Directors FYI
Investment Management and Securities Industry Practice

The collapse of the auction rate securities market in February 2008 resulted in regulatory actions, arbitration claims, and private litigation against many brokerage firms involved in underwriting, marketing, and selling these s... more

02/24/09 SEC Requires Interactive Data Disclosure for Funds’ Risk/Return Summaries

LawFlash/Client Alert | Investment Management FYI
John O'Brien, Jennifer Klass, Christopher Menconi, Steven Stone

A recent Securities and Exchange Commission (SEC) Release requires all mutual funds to submit their Risk/Reward Summary sections in interactive data format, as of January 1, 2011. Funds may be subject to severe penalties for no... more

February 2009 Model, Hypothetical, and Backtested Performance—Best Practices, Investment Performance Measurement Newsletter (click here to read the article)

Outside Publication | Article
Steven Stone

02/10/09 After Rule 151A, The Status Of Indexed UL Is Uncertain, National Underwriter (click here to read the article)

Outside Publication | Article
Michael Berenson

02/06/09 Broker-Dealer Regulatory Update - As of February 5, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

February 2009 What Boards Should Know About Negative Yield on Money Funds, Fund Directions, Vol. 18, No. 2

Outside Publication | Article
John O'Brien, Jennifer Klass, Timothy Levin

February 2009 SEC Staff Permits Exchange-Traded Funds to Track Their Indexes by Investing in Other Exchange-Traded Funds, Derivatives Financial Products Report

Outside Publication | Article
Christopher Menconi, W. John McGuire

01/30/09 Broker-Dealer Regulatory Update - As of January 29, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

2009 Mutual Fund Regulation and Compliance Handbook, 2008–2009 Edition (Thompson Reuters/West)

Outside Publication | Book
Timothy Levin, W. John McGuire

01/23/09 SEC Requires All Form D Filings to Be Made Online via the EDGAR System Beginning March 16, 2009

LawFlash/Client Alert | Private Investment Funds LawFlash
Business and Finance Practice

Beginning March 16, 2009, all Form D filings with the Securities and Exchange Commission (SEC) must be made online using the EDGAR System. In addition, the information required to be provided on an electronically filed Form D w... more

01/16/09 Broker-Dealer Regulatory Update - As of January 15, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

01/16/09 Enhanced Prospectus Disclosure and New Prospectus Delivery Option for Mutual Funds

LawFlash/Client Alert | Investment Management FYI
Joseph Yanoshik, Christopher Menconi, Timothy Levin, W. John McGuire

On January 13, 2009, the Securities and Exchange Commission (SEC) adopted a new mutual fund disclosure framework, originally proposed in November 2007, intended to provide investors with information that is easier to use and mo... more

01/15/09 Wrap Fee Programs and Separately Managed Accounts, presented at ALI-ABA's Investment Adviser Regulation Conference, New York

Presentation | Steven Stone

01/12/09 Broker-Dealer Regulatory Update - As of January 9, 2009

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

January 2009 Regulatory and Operational Considerations for U.S. Advisers Investing Abroad, IAA Newsletter: Compliance Corner

Outside Publication | Article
Beth Kiesewetter, Steven Stone

01/06/09 Implications of Negative Yield on Money Funds

LawFlash/Client Alert | Independent Directors FYI
John O'Brien, Jennifer Klass, Timothy Levin

Recent reductions in the Federal Funds Rate and decreasing market interest rates have resulted in historically low yields on government debt and other types of money market investments. Very low market yields have, in turn, mad... more

January 2009 Proposed U.S. Hedge Fund Legislation Would Result in Registration, Disclosure and Anti-Money Laundering Requirements, Deacons Private Fund Newsletter

Outside Publication | Article
Ethan Johnson

12/23/08 SEC Cautions: Don’t Cut Compliance

LawFlash/Client Alert | Independent Directors FYI
Jennifer Klass

In recent weeks, the U.S. Securities and Exchange Commission (SEC) has been emphasizing the importance of robust compliance programs and urging SEC-registered firms, including investment companies, investment advisers, and brok... more

12/19/08 Broker-Dealer Regulatory Update - As of December 18, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

12/18/08 SEC Adopts Rule That Would Require Equity Index Annuities to Be Registered Securities

LawFlash/Client Alert | Investment Management FYI
Michael Berenson, Christopher Menconi

By a 4-to-1 vote, with Commissioner Paredes dissenting, the Securities and Exchange Commission (SEC) adopted Rule 151A under the Securities Act of 1933 (Securities Act) on December 17, substantially as proposed. If Rule 151A su... more

12/18/08 SEC Staff Permit More Flexibility in the Use of Past Specific Recommendations

LawFlash/Client Alert | Investment Management FYI
Thomas Harman, Monica Parry, Jennifer Klass, Steven Stone

As many are now aware, the Securities and Exchange Commission (SEC) staff recently issued a no-action letter to The TCW Group, Inc. (TCW Group) liberalizing its previous interpretive positions on the use of past specific recommen... more

12/12/08 Broker-Dealer Regulatory Update - As of December 11, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

December 2008 Changes in U.S. Private Placement Procedures, Deacons Private Fund Newsletter

Outside Publication | Article
Ethan Johnson

11/21/08 Broker-Dealer Regulatory Update - As of November 20, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

11/20/08 SEC Votes to Improve Disclosure for Mutual Fund Investors

LawFlash/Client Alert | Investment Management FYI
Monica Parry, W. John McGuire

The Securities and Exchange Commission (SEC) voted unanimously on November 19 to improve mutual fund disclosure by requiring funds to provide investors with a “summary prospectus” written in plain English that present... more

11/14/08 Broker-Dealer Regulatory Update - As of November 13, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

11/14/08 Current Topics for Investment Advisers, presented at the First Clearing Correspondent Services Compliance Roundtable, Washington, D.C.

Presentation | Speech
Jennifer Klass, John Ayanian

11/13/08 ERISA for Money Managers, presented at the ERISA for Money Managers: An Interactive Workshop, Boston

Presentation | Speech
Craig Bitman, Jennifer Klass, Christopher Weals, Daniel Kleinman

11/11/08 SEC Adopts Interim Reporting Requirement for Short Sales

LawFlash/Client Alert | Investment Management LawFlash
David Sirignano, Steven Stone, Monica Parry, Mary Dunbar, Robert Mendelson, Mark Fitterman, P. Georgia Bullitt

This FYI is an update of the FYI circulated by Morgan Lewis on October 17, 2008 reflecting additional informal guidance that we understand was provided by the SEC staff to the Managed Funds Association and other groups. To ensure... more

11/06/08 Tracker Impact Analysis: SEC Fines LPL Financial Corporation for Regulation S-P Violations, Complinet

Outside Publication | Article
Namita Mani, Ben Indek, Michael Kraut

10/31/08 Broker-Dealer Regulatory Update - As of October 30, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

10/27/08 Securities and Exchange Commission Staff Permit Exchange-Traded Funds to Track Their Indexes by Investing in Other Exchange-Traded Funds

LawFlash/Client Alert | Investment Management FYI
Christopher Menconi, Thomas Harman, Michael Berenson, P. Georgia Bullitt, W. John McGuire

The SEC staff recently issued a no-action letter permitting certain exchange-traded funds (Upper Funds) to meet their investment objectives by investing all or part of their assets in other exchange-traded funds (Underlying Funds... more

10/27/08 The War on Rumors at the SEC and CFTC, Securities Regulation and Law, Vol. 40, No. 42

Outside Publication | Article
Christian Mixter, Laura Flores

10/21/08 Amendments to Part 2 of Form ADV, presented at the NSCP National Membership Meeting, Philadelphia

Presentation | Speech
Steven Stone

10/20/08 Panelist, Turbulent Markets: Clearing, Settlement, and Counterparty Risk, presented at the Loyola University of Chicago School of Business Administration Symposium, Chicago

Presentation | Speech
Michael Philipp

10/17/08 Broker-Dealer Regulatory Update - As of October 16, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

10/17/08 SEC Adopts Interim Reporting Requirement for Short Sales

LawFlash/Client Alert | Investment Management LawFlash
Steven Stone, Monica Parry, Mark Fitterman, Mary Dunbar, David Sirignano, Robert Mendelson, P. Georgia Bullitt

As a follow-up to the emergency order it issued in September, the Securities and Exchange Commission (SEC) has issued an interim final rule requiring institutional investment managers to file Form SH to report their short sales.... more

10/16/08 SEC Adopts Interim Close-Out Requirements for Short Sales

LawFlash/Client Alert | Investment Management LawFlash
Mary Dunbar, Mark Fitterman, P. Georgia Bullitt, Robert Mendelson, Steven Stone

As a follow up to the emergency order it issued in September, the Securities and Exchange Commission (SEC) has issued interim final rules imposing close-out requirements on short sales. The new rules take effect October 17, 200... more

October 2008 Form ADV Part 2 and Regulation S-P, presented at the Investment Adviser Association Annual Compliance Workshop, Los Angeles; San Francisco; New York

Presentation | Speech
Jennifer Klass

10/13/08 Broker-Dealer Regulatory Update - As of October 9, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

10/05/08 The Emergency Economic Stabilization Act of 2008: Impact of the Historic New Law

LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance Practice

The Emergency Economic Stabilization Act of 2008 (the “Act”) was signed into law by President Bush on October 3, 2008. Passage of the Act was the result of intense debate in both the U.S. Senate and the U.S. House o... more

10/04/08 Impact of the Emergency Economic Stabilization Act of 2008 on Investment Management Firms

LawFlash/Client Alert | Investment Management FYI
Christopher Menconi, Thomas Harman, Michael Berenson, Monica Parry, Sean Graber, Timothy Levin, W. John McGuire

The Emergency Economic Stabilization Act of 2008 (Act) will directly impact investment management firms of all kinds, with the greatest impact on those firms managing accounts holding “troubled assets” eligible for p... more

10/03/08 Broker-Dealer Regulatory Update - As of October 2, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

10/03/08 Private Investment Funds: New Developments in France

LawFlash/Client Alert | Private Investment Funds LawFlash
Business and Finance Practice

The fonds commun de placement à risques ( FCPR ) is the investment vehicle most commonly used in France for organizing a private equity fund. A specific type of FCPR, the FCPR allégé ( FCPR Allég&e... more

November 2008 SEC Staff Confirms that Hedge Fund Solicitors Are Not Subject to the Cash Solicitation Rule, Derivatives Financial Products Report

Outside Publication | Article
Monica Parry, Steven Stone

09/29/08 Money Market Funds: Insurance, Liquidity, and Support

LawFlash/Client Alert | Investment Management FYI
Christopher Menconi, Thomas Harman, Michael Berenson, Monica Parry, Sean Graber, Timothy Levin, W. John McGuire

The past two weeks have seen a continuation or worsening of the market conditions that have challenged money market mutual funds (money funds), as well as their sponsors and advisers, over the past year. Among other things, these... more

09/26/08 Broker-Dealer Regulatory Update - As of September 25, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

09/25/08 SEC Staff Provides Guidance on Short Sale Emergency Orders: Supplement to FYIs of September 21 and 22, 2008

LawFlash/Client Alert | Securities Industry FYI
David Sirignano, Mary Dunbar, Monica Parry, P. Georgia Bullitt, Robert Mendelson, Mark Fitterman, Steven Stone

As the securities industry continues to wrestle with the emergency orders issued last week by the Securities and Exchange Commission (SEC), a number of interpretive questions have been raised. The SEC staff has provided guidanc... more

09/24/08 Infrastructure Investments Webinar

Presentation | Webinar
Georgette Schaefer, Richard Zarin, Louis Singer, Jonathan Morris

October 2008 Strategic Planning Considerations for Companies that Don't Want to Be Investment Companies, ACC Docket

Outside Publication | Article
Monica Parry

09/22/08 UPDATED as of 12:00 p.m. - SEC Emergency Orders: Implications for Buyside and Sellside Firms

LawFlash/Client Alert | Securities Industry FYI
Robert Mendelson, Gregory Salathé, P. Georgia Bullitt, Monica Parry, Steven Stone, Mary Dunbar, Mark Fitterman, Torsten Schwarze, David Sirignano

This FYI is an update of the FYI circulated by Morgan Lewis on Sunday, September 21, to reflect changes announced overnight by U.S. and foreign regulators. To ensure that our clients have the latest developments, we have descri... more

09/21/08 SEC Emergency Orders: Implications for Buyside and Sellside Firms

LawFlash/Client Alert | Securities Industry FYI
Monica Parry, Mark Fitterman, Mary Dunbar, David Sirignano, P. Georgia Bullitt, Steven Stone, Robert Mendelson

In the face of the current extraordinary market conditions, the Securities and Exchange Commission (SEC) has announced that it is exercising regulatory powers through the following temporary orders: (1) prohibiting short sellin... more

09/12/08 Broker-Dealer Regulatory Update - As of September 11, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

09/09/08 Implications of U.S. Government’s Takeover of Fannie Mae and Freddie Mac

LawFlash/Client Alert | Investment Management FYI
Andrew Gottfried, P. Georgia Bullitt, Robert Mendelson, Thomas D'Ambrosio

In light of Sunday’s announcement that the U.S. government is taking over (the Takeover) the operations of the Federal National Mortgage Association (Fannie Mae) and the Federal Home Loan Mortgage Corporation (Freddie Mac),... more

09/05/08 Broker-Dealer Regulatory Update - As of September 4, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

08/29/08 Broker-Dealer Regulatory Update - As of August 28, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

08/22/08 Broker-Dealer Regulatory Update - As of August 21, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

08/19/08 Form 5500/ERISA 408(b)(2) Proposed Regulations Webinar

Presentation | Webinar
Daniel Kleinman

08/15/08 Broker-Dealer Regulatory Update - As of August 14, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

08/13/08 SEC Proposes Guidance for Investment Company Boards of Directors on Adviser Trading Practices

LawFlash/Client Alert | Investment Management FYI
Monica Parry, W. John McGuire, Steven Stone

The Securities and Exchange Commission (the SEC) approved proposed guidance (the Proposed Guidance) on July 30 on the duties and responsibilities of investment company boards of directors for a fund adviser’s trading pract... more

08/08/08 Broker-Dealer Regulatory Update - As of August 7, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

08/01/08 Broker-Dealer Regulatory Update - As of July 31, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

07/30/08 SEC and DOL Agree to Cooperate in Examinations

LawFlash/Client Alert | Investment Management FYI
Steven Stone, I. Lee Falk, Thomas Harman, Monica Parry, Jennifer Klass, Christopher Weals, Daniel Kleinman

The U.S. Department of Labor's (DOL) Employee Benefits Security Administration and the U.S. Securities and Exchange Commission (SEC) have entered into a Memorandum of Understanding (MOU) on July 28, setting forth a framework fo... more

07/25/08 Broker-Dealer Regulatory Update - As of July 24, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

07/25/08 SEC Exam Staff Issues Second ComplianceAlert

LawFlash/Client Alert | Investment Management FYI
Mary Dunbar, W. John McGuire

On July 22, the Securities and Exchange Commission’s (SEC’s) Office of Compliance, Inspections, and Examinations (OCIE) issued a ComplianceAlert, the second in a planned series of periodic updates that will summariz... more

07/22/08 SEC Staff Confirms that Hedge Fund Solicitors Are Not Subject to the Cash Solicitation Rule

LawFlash/Client Alert | Investment Management FYI
Monica Parry, Jennifer Klass, P. Georgia Bullitt, Steven Stone

As had long been expected, Securities and Exchange Commission (SEC) staff confirmed a few days ago that the SEC's cash solicitation rule, Rule 206(4)-3 (the Rule) under the Investment Advisers Act of 1940 (the Advisers Act), do... more

07/18/08 Broker-Dealer Regulatory Update - As of July 17, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

07/17/08 SEC Issues Emergency Order to Deter Uncovered Short Sales in Certain Financial Institutions

LawFlash/Client Alert | Securities Industry FYI
Anne Flannery, Kevin Rover, Mark Fitterman, Mary Dunbar, P. Georgia Bullitt, Robert Mendelson

The SEC has issued an emergency order to deter naked short selling in the publicly traded securities of 19 specific financial services firms, including Fannie Mae and Freddie Mac (a list of the issuers is set forth below). Unde... more

07/16/08 Investment Company Regulation and Compliance, presented by ALI-ABA, Boston

Presentation | Speech
W. John McGuire

07/15/08 Broker-Dealer Regulatory Update - As of July 11, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

07/08/08 FSA Proposes Extension of UK Major Shareholder Notification Requirements to Equity Contracts for Differences (Including Equity Swaps and Other Equity Derivatives)

LawFlash/Client Alert | Securities Industry FYI
P. Georgia Bullitt, Robert Mendelson

In the light of responses to its 2007 consultation paper on the disclosure of Contracts for Differences (CP07/20), the United Kingdom’s Financial Services Authority (FSA) has decided to implement a general disclosure regi... more

07/01/08 SEC Proposes Rule That Would Require Equity Index Annuities to Be Registered Securities

LawFlash/Client Alert | Investment Management FYI
Michael Berenson, Christopher Menconi

The Securities and Exchange Commission (SEC) has proposed a rule which, if adopted, is expected to require all insurance companies issuing equity index annuities (EIAs) to register them as securities under the Securities Act of ... more

June 2008 Hedge Fund Side Letters: Compliance Issues, Policies, and Best Practices, Complinet: Securities and Banking

Outside Publication | Article
Thomas Harman

06/30/08 SEC Proposes Major Revisions to Rule 15a-6

LawFlash/Client Alert | Securities Industry FYI
Joshua Blackman, Mark Fitterman, Jennifer Klass, John Ayanian, Robert Mendelson, Steven Stone

The Securities and Exchange Commission (SEC) recently proposed substantial amendments to Rule 15a-6 under the Securities Exchange Act of 1934 (Exchange Act), which provides conditional exemptions from broker-dealer registration... more

06/26/08 Investing in Infrastructure Assets, presented at The National Association of Public Pension Attorneys Annual Conference, Boston

Presentation | Speech
Georgette Schaefer

06/25/08 National Financial Risk and Regulatory Client Webinar: Proposed Regulation S-P Amendments

Presentation | Webinar
Steven Stone

06/20/08 Broker-Dealer Regulatory Update - As of June 19, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

06/18/08 The New Examination Process: How to Be Prepared, presented at the BISA Conference, Washington, D.C.

Presentation | Speech
Beth Kiesewetter, Anne Flannery, Mark Fitterman

06/13/08 Broker-Dealer Regulatory Update - As of June 12, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

06/13/08 Interactive Data for Mutual Fund Risk/Return Summary

LawFlash/Client Alert | Investment Management FYI
W. John McGuire, Laura Flores

The U.S. Securities and Exchange Commission (SEC) recently proposed to require mutual funds to provide their risk/return summary information in interactive data format as an exhibit to their post-effective amendment filings on ... more

06/11/08 Conducting Internal Investigations, presented at FINRA Institute at Wharton Course on Responding to Regulatory Inquiries and Preparing for Regulatory Examinations, New York

Presentation | Speech
Mary Dunbar

06/06/08 Broker-Dealer Regulatory Update - As of June 5, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

June 2008 Hedge Fund Side Letters: Compliance Issues, Policies, and Best Practices, Investment Adviser Association Newsletter

Outside Publication | Article
Thomas Harman

May/June 2008 An Inconvenient Truth: Disclosure of Conflicts of Interest in Proposed Form ADV Part 2, Practical Compliance & Risk Management for the Securities Industry

Outside Publication | Article
Joshua Blackman, Jennifer Klass

05/30/08 Broker-Dealer Regulatory Update - As of May 29, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

05/29/08 CFTC Authority Extended over Retail Forex and Energy Trading

LawFlash/Client Alert | Investment Management FYI
Mark Haskell, P. Georgia Bullitt, Robert Mendelson, Laura Flores

Recently, Congress enacted amendments to the Commodity Exchange Act (CEA) that grant the Commodity Futures Trading Commission (CFTC) extended authority to regulate over-the-counter foreign exchange (forex) trading with ... more

05/23/08 Broker-Dealer Regulatory Update - As of May 22, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

05/22/08 Seventh Circuit “Disapproves” of Gartenberg Factors

LawFlash/Client Alert | Investment Management FYI
Thomas Harman, W. John McGuire, Trina Winkelmann

The Seventh Circuit Court of Appeals recently cast some uncertainty over the long-standing factors that fund directors use to determine the proper level of an adviser’s fees as set forth in Gartenberg v. Merrill Lynch . ... more

05/16/08 Broker-Dealer Regulatory Update - As of May 15, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

05/16/08 FINRA Issues Proposals on Rulebook Consolidation

LawFlash/Client Alert | Securities Industry FYI
Beth Kiesewetter, Mark Fitterman, Mary Dunbar, P. Georgia Bullitt, John Ayanian, Steven Stone, Robert Mendelson

FINRA has issued four proposals to consolidate existing NASD and NYSE rules into a single rulebook. Comments on the proposals are due to FINRA by June 13, 2008. The proposals are preliminary—they still must be filed with ... more

05/14/08 Trading Desk Issues: Best Execution, Side-by-Side Management, Conflicts of Interest, presented at the NRS 23rd Annual Spring Compliance Conference

Presentation | Speech
Ryan Helmrich

05/14/08 Wrap Accounts: Understanding Their Unique Compliance Challenges, presented at the NRS 23rd Annual Spring Compliance Conference

Presentation | Speech
Ryan Helmrich

05/09/08 Broker-Dealer Regulatory Update - As of May 8, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

05/06/08 SEC Fires Another Warning Shot Over Insider Trading Policies and Procedures

LawFlash/Client Alert | Securities LawFlash
Ben Indek

For well over a year, SEC enforcement and examination officials have emphasized the staff’s focus on insider trading, particularly by securities industry professionals. This focus has proceeded largely on two fronts. The first ... more

05/02/08 Broker-Dealer Regulatory Update - As of May 1, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

May 2008 Outsourcing in the Securities Industry: Assessing the Regulatory Landscape, Wall Street Lawyer, Vol. 12, Issue 5

Outside Publication | Article
John Ayanian

04/28/08 Investment Adviser Conflicts of Interest Disclosures, presented at the 2008 NSCP Midwest Regional Meeting, Chicago

Presentation | Speech
Jennifer Klass

04/25/08 Broker-Dealer Regulatory Update - As of April 25, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management Practice

04/18/08 Broker-Dealer Regulatory Update - As of April 17, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

04/18/08 Conducting Internal Investigations, presented at FINRA Institute at Wharton Course on Compliance Essentials, New York

Presentation | Speech
Mary Dunbar

04/17/08 Common Prohibited Transactions for Portfolio Management and Trading, presented at the ERISA for Money Managers Workshop, New York

Presentation | Speech
Thomas Harman

04/11/08 Broker-Dealer Regulatory Update - As of April 10, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

04/10/08 Trading Conflicts of Interests, presented at the IMS National Conference: The Next Step in Compliance - The Integration of Operations & Business Management, New Orleans, LA

Presentation | Speech
Steven Stone

04/09/08 The Globalization of Compliance: Special Program for Global Money Managers, presented at the IMS National Conference: The Next Step in Compliance - The Integration of Operations & Business Management, New Orleans, LA

Presentation | Speech
Steven Stone

04/07/08 Broker-Dealer Regulatory Update - As of April 3, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

Spring 2008 Political Balk: Opening the Door for U.S.-Cuba Policy Reform Via Diplomatic Blunder At the World Baseball Classic, Villanova Sports & Entertainment Law Journal, Vol. 15, No. 1

Outside Publication | Article
John O'Brien

April 2008 The SEC's ETF Rule Proposal: Key Issues for the Future of Exchange Traded Products, The Investment Lawyer

Outside Publication | Article
W. John McGuire, Ryan Helmrich

03/31/08 Broker-Dealer Regulatory Update - As of March 27, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

03/21/08 Broker-Dealer Regulatory Update - As of March 20, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

03/18/08 SEC Proposes “Naked” Short Selling Anti-Fraud Rule

LawFlash/Client Alert | Securities Industry FYI
Mark Fitterman

On March 17, the U.S. Securities and Exchange Commission (SEC) issued its formal proposal to adopt an anti-fraud rule under the Securities Exchange Act of 1934 (Exchange Act). The rule would address failures to deliver securiti... more

03/16/08 Exchange Traded Funds, Mutual Funds, and Investment Management Conference, presented by the ICI and FBA, Phoenix, AZ

Presentation | Speech
W. John McGuire

03/13/08 Compliance Program Rules: Requirements, Responsibility, Accountability and Thinking Like an SEC Examiner, presented at the NRS Center form Compliance Professionals Investment Adviser Compliance Training, New York

Presentation | Speech
Jennifer Klass

03/12/08 Mastering the Investment Advisers Act: Sections 206-222, presented at the NRS Investment Adviser Compliance Training, hosted by NRS and the Investment Adviser Association, New York

Presentation | Speech
Christopher Menconi

03/11/08 SEC Proposes Amendments to Regulation S-P

LawFlash/Client Alert | Investment Management FYI
Magda El Guindi-Rosenbaum, Monica Parry

The Securities and Exchange Commission (SEC) has proposed amendments to Regulation S-P, which sets forth privacy obligations for entities it regulates. To help prevent and address security breaches and better protect investor i... more

03/10/08 SEC Warns Public Pension Funds and Other Unregistered Investment Advisers on Insider Trading

LawFlash/Client Alert | Securities LawFlash
Litigation, Investment Management, and Business and Finance

Last Thursday, the SEC warned public pension funds and other unregistered investment advisers on the need for vigilance and adoption of policies and procedures to address potential insider trading issues. The same topic was rec... more

03/07/08 Broker-Dealer Regulatory Update - As of March 6, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

03/07/08 SEC Finally Publishes Proposed Amendments to Part 2 of Form ADV

LawFlash/Client Alert | Investment Management FYI
Monica Parry, Jennifer Klass, Steven Stone

On March 3, 2008, the Securities and Exchange Commission (SEC) published proposed amendments to Part 2 of Form ADV, the investment adviser registration form. The proposed amendments would replace the current “check-the-bo... more

03/05/08 SEC Proposes Rules to Allow Index-Based and Fully Transparent Actively Managed ETFs

LawFlash/Client Alert | Investment Management FYI
P. Georgia Bullitt, W. John McGuire

At an open meeting on Tuesday, March 4, the Securities and Exchange Commission (SEC) voted unanimously to propose two new rules under the Investment Company Act of 1940 (Act) to permit exchange-traded funds (ETFs) to operate wit... more

02/22/08 Broker-Dealer Regulatory Update - As of February 21, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

02/20/08 SEC Makes Analyzing Corporate Performance Easier for Investors

LawFlash/Client Alert | Investment Management FYI
Monica Parry

On Friday February 15, 2008, the U.S. Securities and Exchange Commission announced the launch of the "Financial Explorer" on the SEC website to help investors more easily analyze the financial results of public companies and mu... more

02/15/08 Broker-Dealer Regulatory Update - As of February 14, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

02/14/08 SEC Votes to Propose Amendments to Part 2 of Form ADV (Finally)

LawFlash/Client Alert | Investment Management FYI
Monica Parry, Jennifer Klass, Steven Stone

At an open meeting yesterday, the Securities and Exchange Commission (SEC) voted unanimously to seek public comment on proposed amendments to Part 2 of Form ADV, the investment adviser registration form. The amendments are desi... more

02/11/08 Broker-Dealer Regulatory Update - As of February 8, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

02/05/08 SEC Issues First Notice for Actively Managed ETFs

LawFlash/Client Alert | Investment Management FYI
P. Georgia Bullitt, W. John McGuire, Laura Flores

On Friday, February 1, 2008, the U.S. Securities and Exchange Commission issued what is expected to be the first of several notices relating to requests for exemptive relief necessary to create and operate actively managed exch... more

02/05/08 Understanding Disclosure: Form ADV, Performance and Advertising, presented at the NRS Center for Compliance Professionals (CCP) Investment Adviser Compliance Training, Miami

Presentation | Speech
Rebecca Leon

01/18/08 Broker-Dealer Regulatory Update - As of January 17, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

01/14/08 SEC Staff Extends Relief Allowing Broker-Dealers to Rely on Investment Advisers to Perform Customer Identification and Verification

LawFlash/Client Alert | Securities Industry FYI
Beth Kiesewetter

On January 10, the SEC’s Division of Trading and Markets issued a letter to the Securities Industry and Financial Markets Association (SIFMA) that extends no-action relief allowing broker-dealers to fully rely on SEC regi... more

01/11/08 Broker-Dealer Regulatory Update - As of January 10, 2008

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

01/11/08 FINRA Amends NYSE Rule 342.13: Eliminates Cut-Off Date for Recognition of Series 24

LawFlash/Client Alert | Securities Industry FYI
Mark Fitterman, John Ayanian

Today, FINRA issued Regulatory Notice 08-02, which informs member firms that FINRA has amended NYSE Rule 342.13 to eliminate the requirement that the General Securities Principal Examination (Series 24) be passed after July 1, ... more

01/08/08 Financial Services Insight, a Perception Study by Morgan Lewis in Association with Mergermarket

Morgan Lewis Title | Survey
Business and Finance

January 2008 Regulation of Variable Insurance Products Under the Federal Securities Laws, presented at PLI's Understanding the Securities Products of Insurance Companies Conference, New York

Presentation | Speech
Christopher Menconi

12/28/07 Broker-Dealer Regulatory Update - As of December 27, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

12/21/07 Broker-Dealer Regulatory Update - As of December 20, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

12/14/07 Broker-Dealer Regulatory Update - As of December 13, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

12/13/07 FINRA Issues Guidance Regarding Review and Supervision of Electronic Communications

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

Last week, the Financial Industry Regulatory Authority (FINRA) issued guidance regarding the review and supervision of electronic communications. The guidance sets forth principles for member firms to consider when developing s... more

12/07/07 Broker-Dealer Regulatory Update - As of December 6, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

12/06/07 Compliance Officers and Compliance Programs, presented at the West Legalworks Investment Adviser Regulation: An A to Z Workshop, Miami

Presentation | Speech
Ethan Johnson, Ivan Harris, Jennifer Klass

12/06/07 Investment Adviser Advertising, presented at the West Legalworks Investment Adviser Regulation: An A to Z Workshop, Miami

Presentation | Speech
Jennifer Klass

12/06/07 Investment Adviser Regulation: An A to Z Workshop, presented at the West Legalworks Investment Adviser Regulation Workshop, Miami

Presentation | Speech
Rebecca Leon

12/06/07 Managing Conflicts of Interest, presented at the West Legalworks Investment Adviser Regulation: An A to Z Workshop, Miami

Presentation | Speech
Jennifer Klass

12/06/07 Portfolio Trading Compliance, presented at the West Legalworks Investment Adviser Regulation: An A to Z Workshop, Miami

Presentation | Speech
Jennifer Klass

12/06/07 Trading and Market Structure Issues, presented at ICI's 2007 Securities Law Developments Conference, Washington, D.C.

Presentation | Speech
Steven Stone

December 2007 The Tipping Point: The Hedge Fund Investor's Struggle for Legal Balance, The Investment Lawyer, Vol. 14, No. 12

Outside Publication | Article
Jedd Wider

11/30/07 Broker-Dealer Regulatory Update - As of November 29, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

11/29/07 SEC Votes to Adopt Rule Amendments Relating to Electronic Shareholder Forums and Shareholder Proposals on the Election of Directors

LawFlash/Client Alert | Investment Management FYI
Investment Management

At an open meeting on November 28, 2007, the Securities and Exchange Commission (SEC) voted to adopt rule amendments relating to (1) electronic shareholder forums and (2) shareholder proposals on the election of directors. The ... more

11/19/07 Broker-Dealer Regulatory Update - As of November 16, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

11/16/07 SEC Proposes Improved Approach to Mutual Fund Disclosure

LawFlash/Client Alert | Investment Management FYI
Investment Management

At an open meeting yesterday, the Securities and Exchange Commission (SEC) voted unanimously to seek public comments on proposed amendments to Form N-1A, the mutual fund registration form, and Rule 498 under the Securities Act o... more

11/15/07 Annual Compliance Program Reviews, presented at the IAA Compliance Workshop, San Francisco

Presentation | Speech
Jennifer Klass

11/15/07 Conducting Internal Investigations, presented at FINRA Institute at Wharton Course on Responding to Regulatory Inquiries and Preparing for Regulatory Examinations, Chicago

Presentation | Speech
Mary Dunbar

11/15/07 Selected Issues in Best Execution and Trading Practice, presented at the IAA Compliance Workshop, San Francisco

Presentation | Speech
Jennifer Klass

11/14/07 The Impact of Hedge Funds on the Global Capital Markets, presented at Terrapinn's Hedge Funds World Bahamas 2007, Atlantis, Bahamas

Presentation | Speech
Ivan Harris

11/13/07 Current Concerns for Investment Advisory Compliance, presented at the First Clearing LLC Compliance Roundtable, Washington, D.C.

Presentation | Speech
Monica Parry, John Ayanian

11/13/07 Electronic Recordkeeping/Required Books and Records to be Maintained by Advisers, presented at the Advisor Compliance Associates Books and Records Webcast

Presentation | Speech
W. John McGuire

11/13/07 Fixed Income, presented at the SIFMA-CL Fall "New SRO FINRA" Compliance Seminar, New York

Presentation | Speech
Robert Mendelson

11/13/07 The Examination Process from the Regulators' Perspective, presented at the SIFMA-CL Fall "New SRO FINRA" Compliance Seminar, New York

Presentation | Speech
Ben Indek

11/09/07 Broker-Dealer Regulatory Update - As of November 9, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Broker-Dealer

11/09/07 MSRB Issues Guidance Regarding Revisions to Its Supervisory Rules

LawFlash/Client Alert | Securities Industry FYI
Broker-Dealer Practice

On November 8, 2007, the Municipal Securities Rulemaking Board (MSRB) issued Notice 2007-32 with guidance pertaining to amendments to its supervision rule, Rule G-27. The Notice stated that the amendments, which become effectiv... more

11/06/07 Internal Controls for Broker-Dealers, presented at the FINRA Institute at Wharton Certificate Program, Philadelphia

Presentation | Speech
P. Georgia Bullitt

11/05/07 SEC Proposes Mandatory Electronic Submission of Investment Company Applications

LawFlash/Client Alert | Investment Management FYI
Investment Management

On November 2, 2007, the SEC proposed a series of rule amendments regarding its Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system. The proposed rule amendments would require that new or amended applications unde... more

11/02/07 Broker-Dealer Regulatory Update - As of November 2, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

November 2007 Statistical Screens for “Return Smoothing” by Hedge Funds: SEC & Investor Interest, Wall Street Lawyer, Vol. 11, No. 11

Outside Publication | Article
Robert Mendelson

November/December 2007 Keeping Current: Securities: Seventh Circuit’s Test for Inadvertent Investments, Business Law Today, Vol. 17, No. 2

Outside Publication | Article
Thomas Harman, Monica Parry

10/26/07 Broker-Dealer Regulatory Update - As of October 25, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

10/22/07 Broker-Dealer Regulatory Update - As of October 22, 2007

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

10/22/07 Transitioning to a Post-Rule 202(a)(11)-1 Environment, presented at the 2007 NSCP National Membership Meeting, Washington, D.C.

Presentation | Speech
John Ayanian

10/17/07 Conflicts of Interest (Large Firms), presented at the 2007 NSCP National Membership Meeting, Washington, D.C.

Presentation | Speech
Steven Stone

10/12/07 Broker-Dealer Regulatory Update - Week of October 5 through October 11

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

10/12/07 Compliance Issues Impacting Institutional Investors, presented at the 2007 Equity, Fixed Income, and Derivatives Markets Conference, New York

Presentation | Speech
Steven Stone

10/10/07 Fee-Based Brokerage Accounts and the Elimination of Rule 202(a)(11)-1, presented at the Financial Markets World 20th Annual Small Firms Conference, San Antonio, TX

Presentation | Speech
P. Georgia Bullitt

10/09/07 Oops, A Trade Error...Now What?, presented at the ACA Compliance Webcast

Presentation | Speech
Ethan Johnson

10/05/07 Broker-Dealer Regulatory Update - Week of September 21 through October 4

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

10/03/07 Annual Review, Advertising, Code of Ethics, Best Execution, Hot Topics, presented at the 11th Annual IAA Fall Compliance Workshop, Washington, D.C.

Presentation | Speech
Timothy Levin

10/03/07 SMAs: Wrapping Up Compliance Issues, presented at 2007 Institutional Investor's Legal Forum Global Roundtable, San Francisco

Presentation | Speech
Steven Stone

10/02/07 The Globalization of Compliance - Test Case: Global SMAs, presented at the IMS National Compliance Conference, Napa, CA

Presentation | Speech
Steven Stone

October 2007 Presto: A New Test for Inadvertent Investment Companies, Derivatives Financial Products Report, Vol. 9, No. 2

Outside Publication | Article
Holly Hunter-Ceci, Thomas Harman, Monica Parry

09/28/07 Securities Industry and Financial Markets Association, presented at the Research Management Conference, New York

Presentation | Speech
John Ayanian

09/21/07 Broker-Dealer Regulatory Update - Week of September 14 through September 20

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

09/20/07 SEC Adopts Interim Rule to Provide Limited Principal Trading Relief and Proposes Interpretive Rule Clarifying the Application of the Advisers Act to Broker-Dealers

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

At an open meeting yesterday, the Securities and Exchange Commission (SEC) addressed questions raised by the securities industry in the aftermath of Financial Planning Association v. SEC . As expected, in anticipation of the v... more

09/14/07 Broker-Dealer Regulatory Update - Week of September 7 through September 13

LawFlash/Client Alert | Broker-Dealer Regulatory Update
Investment Management

September 2007 Excluded Commodities—What’s Included? Futures & Derivatives Law Report

Outside Publication | Article
Michael Philipp

September 2007 What’s Up With Anti-Money Laundering? Ameritrade Institutional's Compliance News

Outside Publication | Article
Beth Kiesewetter

08/10/07 SEC Issues Proposed Revisions of Limited Offering Exemptions in Regulation D

LawFlash/Client Alert | Investment Management FYI
Investment Management

On August 3, 2007, the SEC issued a series of proposed revisions to Regulation D. These proposals include changes to the definition of “accredited investor,” a new exemption from the registration requirements of the... more

08/08/07 SEC Issues Advisers Act Antifraud Rule Release

LawFlash/Client Alert | Investment Management FYI
Investment Management

On August 3, 2007, the SEC issued its release relating to the adoption of Rule 206(4)-8 under the Investment Advisers Act of 1940 (Advisers Act), which prohibits advisers to pooled investment vehicles from making false or misle... more

08/07/07 SEC Adopts Final Rule Regarding Internet Access to Proxy Materials

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC recently adopted amendments to the proxy rules under the Securities Exchange Act of 1934 (the Exchange Act), which enable shareholders to choose the means by which they access proxy materials and require issuers to make... more

07/05/07 Presto: A New Test for Inadvertent Investment Companies

LawFlash/Client Alert | Investment Management LawFlash
Investment Management

Investment company status cases are few and far between, and have generally been decided at the lower-court level. Recently, the Seventh Circuit visited the issue in SEC v. National Presto Industries (Presto) and added a new ... more

06/18/07 NASD and NYSE Request Comment on Joint Guidance Regarding Review and Supervision of Electronic Communications

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

Last week, NASD and NYSE (collectively, SROs) issued a joint request for comment on proposed Joint Guidance regarding the review and supervision of electronic communications. The proposed Joint Guidance sets forth principles fo... more

06/18/07 SEC Exam Staff Issues Its First ComplianceAlert

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On June 14, 2007, the SEC’s Office of Compliance, Inspections, and Examinations (OCIE) issued a ComplianceAlert, the first in what it has indicated will be a series of periodic updates that will summarize select areas that SEC e... more

06/08/07 Conducting Internal Investigations, presented at FINRA Institute at Wharton Course on Compliance Essentials, New York

Presentation | Speech
Mary Dunbar

06/07/07 Current Best Execution, Trading, and Investment Opportunity Issues, presented at the Money Management Institute's Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance

Presentation | Speech
Steven Stone

06/07/07 International Issues, presented at the Money Management Institute's Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance

Presentation | Speech
Steven Stone

06/06/07 Investment Company Regulation and Compliance, presented by ALI-ABA, Philadelphia

Presentation | Speech
W. John McGuire

June 2007 Anti-Money Laundering: Where Do Investment Advisors Fit In? IAA Newsletter, No. 174, p. 7

Outside Publication | Article
Beth Kiesewetter

06/01/07 Financing the Private Company - Equity and Debt Capital, presented at the IBA Challenges of Private Growth Oriented Companies Conference, Montevideo, Uruguay

Presentation | Speech
Ethan Johnson

05/31/07 IRS Issues Guidance Limiting Tax Benefits Associated With Asset-Based Fees

LawFlash/Client Alert | Investment Management FYI
Investment Management

On May 25, 2007, the Internal Revenue Service (IRS) issued guidance regarding the tax treatment of fees paid in accounts that charge flat percentage fees instead of transaction-based commissions. Under the IRS guidance, investo... more

05/23/07 How Investment Firms Manage and Disclose Conflicts: What Do Regulators Expect?, presented at the Alliance Bernstein Subadvisory Compliance Conference, New York

Presentation | Speech
Steven Stone

05/17/07 Wrap/SMA Accounts: New Developments and Compliance Issues, presented to the Investment Adviser Association, Washington, D.C.

Presentation | Speech
Steven Stone

05/15/07 SEC Files with D.C. Circuit to Seek Four-Month Stay of Implementation of Fee-Based Brokerage Ruling

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On May 14, 2007, the SEC announced that it filed a motion with the D.C. Circuit to stay, for 120 days, its ruling vacating Rule 202(a)(11)-1. Absent the stay, the court’s mandate would have issued in the next seven days and, in... more

05/03/07 NASD Announces Move to Electronic Processing of New Membership Applications for Broker-Dealers

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

Recently, the NASD issued Notice to Members (NTM) 0720 regarding electronic filing of new membership applications. Specifically, NTM 0720 states that, effective May 31, 2007, recently approved amendments to the NASD Rules 1012 ... more

05/02/07 SEC Grants Industrywide Exemption from Confirmation Delivery Requirements for Internally Managed, Discretionary Programs

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On April 30, 2007, the SEC granted an industrywide exemption from the confirmation delivery requirements of Rule 10b10 under the Securities Exchange Act of 1934 to all dually registered brokerdealers and investment advisers (Dua... more

04/26/07 Current Regulatory Environment for ETFs, presented at the Annual Global ETF Workshop and Awards Dinner, New York

Presentation | Speech
W. John McGuire

2007 2007 Hedge Fund Deskbook

Morgan Lewis Title | Deskbook

04/17/07 Portfolio Trading and Best Execution, presented at the NRS 22nd Annual Spring Compliance Conference, Orlando, FL

Presentation | Speech
Steven Stone

04/15/07 Examination Crisis Management: What to Do When There Are Problems, presented at the NRS 22nd Annual Spring Compliance Conference, Orlando, FL

Presentation | Speech
Monica Parry

04/11/07 SEC Provides Class Relief for Fixed Income Exchange-Traded Funds

LawFlash/Client Alert | Investment Management FYI
Investment Management

On April 9, the SEC’s Division of Market Regulation issued class relief from certain rules and regulations under the Securities Exchange Act of 1934 (Exchange Act) for exchangetraded funds (ETFs) that invest in fixed incom... more

04/06/07 Implications of the D.C. Circuit’s Decision Vacating Rule 202(a)(11)-1

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

As widely reported, on March 30, 2007, a divided panel of the U.S. Court of Appeals for the D.C. Circuit vacated Rule 202(a)(11)1 under the Investment Advisers Act of 1940 (Advisers Act). The Financial Planning Association (FPA... more

03/30/07 The New York Court of Appeals Rules That an Employer’s Statements on an NASD Form U-5 Are Protected by an Absolute Privilege in Defamation Lawsuits

LawFlash/Client Alert | Securities LawFlash
Securities Industry

On March 29, 2007, the New York Court of Appeals held in Rosenberg v. MetLife, Inc. , USCOA, 2 No. 23 (Mar. 29, 2007), that an employer’s statements on an NASD employee termination notice (Form U-5) are protected by an absolute... more

03/27/07 Investment Adviser Rules – From the Broker-Dealer’s Perspective, presented to SIFMA-CL

Presentation | Speech
Steven Stone

03/26/07 Trading and Brokerage, presented at the ICI Mutual Funds and Investment Management Conference, Palm Desert, CA

Presentation | Speech
Thomas Harman

03/25/07 Compliance Directors/Chief Compliance Officers Roundtable-Global Firm Issues, presented at the SIFMA CL Annual Conference, Phoenix

Presentation | Speech
Robert Mendelson

03/25/07 Investment Adviser Issues for Broker-Dealers, presented at the SIFMA Compliance & Legal Division's Annual Seminar 2007, Phoenix

Presentation | Speech
Steven Stone

03/23/07 Best Execution and Trading Issues, presented at the 9th Annual IA Compliance Best Practices Summit 2007, Washington, D.C.

Presentation | Speech
Steven Stone

03/23/07 Interagency Proposal for Model Privacy Form Under the Gramm-Leach-Bliley Act

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On March 20, 2007, eight federal regulators (the Board of Governors of the Federal Reserve System, the Commodity Futures Trading Commission, the Federal Deposit Insurance Corporation, the Federal Trade Commission, the National C... more

03/22/07 Wrap Fee/SMA Accounts: What You Need to Know Today, presented at the 9th Annual IA Compliance Best Practices Summit 2007, Washington, D.C.

Presentation | Speech
Monica Parry

03/20/07 Administration Best Practices: Implementing and Maintaining Effective Soft Dollar Program, presented at IIR's 14th Annual Soft Dollar Practices Forum, New York

Presentation | Speech
Steven Stone

03/19/07 Disclosure Issues in Connection with Side Pockets and Side Letters, presented at West Legalworks New Frontier in Hedge Fund Due Diligence, New York

Presentation | Speech
Steven Stone

03/19/07 Due Diligence Concerns with Side Letters, presented at the New Frontiers in Hedge Fund Due Diligence Conference, New York

Presentation | Speech
Steven Stone

03/07/07 Understanding the Impacts of Public Policy, presented at the 2007 SEI Executive Conference, Orlando, FL

Presentation | Speech
Steven Stone

03/05/07 SEC Regulatory Update, presented at ETF Evolution 2007: Changing the Landscape, New York

Presentation | Speech
W. John McGuire

02/20/07 NASD Issues Guidance Regarding Portability of Investments

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

NASD recently issued Notice to Members (NTM) 07-06, which provides guidance to member firms regarding recommendations by newly associated registered representatives to replace existing mutual funds and similar holdings with othe... more

02/14/07 The Anatomy of a Deal: Dissecting the Bio-Bucks, presented at the BIO CEO and Investor Conference, New York

Presentation | Speech
Randall Sunberg

February/March 2007 Overview of the Investment Company Act of 1940, presented at the NRS Center for Compliance Professionals' Investment Adviser Compliance Training, New York & Miami

Presentation | Speech
Christopher Menconi

01/30/07 Anti-Money Laundering: Where Do Investment Advisers Fit In?, presented at the 7th Annual IA Compliance Forum, New York

Presentation | Speech
Beth Kiesewetter

01/30/07 Best Execution and Brokerage Practices, presented at the 7th Annual IA Compliance Forum, New York

Presentation | Speech
Steven Stone

01/26/07 NASD Issues Notice to Members Regarding Research Analyst Rules

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On January 24, 2007, NASD issued Notice to Members (NTM) 07-04 regarding the amendments to NASD Rule 2711 that were filed with the SEC for immediate effectiveness on September 27, 2006. In large part, the amendments codify exis... more

01/24/07 SEC Adopts Rules Relating to Internet Availability of Proxy Materials and Proposes Universal Internet Availability of Proxy Materials

LawFlash/Client Alert | Investment Management FYI
Investment Management

On January 22, the SEC adopted amendments to the proxy rules under the Securities Exchange Act of 1934 that allow, but do not require, issuers to furnish proxy materials to shareholders by posting them on an Internet website and... more

January 2007 2006 In Review: SEC, NASD, and NYSE Regulation: Selected Enforcement Cases and Developments Regarding Broker-Dealers

Morgan Lewis Title | White Paper
Joshua Blackman, Ben Indek

This White Paper focuses on selected U.S. Securities and Exchange Commission (SEC), NASD, and NYSE Regulation cases and developments in 2006 regarding broker-dealers. The number of disciplinary actions against broker-dealers va... more

01/17/07 A Plan for an Annual Compliance Review & Keeping Ahead of the Regs, presented at the FRA's 2nd Annual Best Practices for Conducting the Required Annual Compliance Review for Investment Advisors, New York

Presentation | Speech
Steven Stone

01/02/07 SEC Proposes Amendments to Antifraud and Eligibility Rules for Hedge Funds

LawFlash/Client Alert | Investment Management FYI
Investment Management

On December 27, 2006, the SEC issued a proposal to adopt two new rules relating to hedge funds and other privately offered investment pools. First, the SEC proposed to expressly extend its antifraud authority under the Investme... more

2007 Operating Company or Investment Company: What Would a Reasonable Investor Think?, Journal of Investment Compliance, Vol. 8, No. 4

Outside Publication | Article
Christopher Menconi

12/14/06 SEC Proposes New Regulation R to Implement GLBA

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On December 13, 2006, the SEC voted to propose Regulation R, which would implement the Gramm-Leach-Bliley Act (GLBA) provisions governing bank brokerage activities. Regulation R results from the Financial Services Regulatory Re... more

12/13/06 NASD’s Order Audit Trail System Reporting Requirements Expanded to Include Over-the-Counter Equities

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

Earlier this week, NASD issued Notice to Members (NTM) 06-70 to inform NASD member firms that: (1) the SEC has approved amendments to NASD’s Order Audit Trail System (OATS) Rules that expand the OATS reporting requirements to ov... more

12/05/06 Emerging Issues with Model Based Programs, presented at the Legal/Regulatory Affairs Conference for General Counsels and Chief Compliance Officers, Washington, D.C.

Presentation | Speech
Steven Stone

12/05/06 Hedge Fund Side Letters: Regulatory, Business and Legal Concerns, presented at West Legalworks

Presentation | Speech
Jedd Wider, Timothy Levin

12/05/06 NASD Issues Guidance on Gifts and Gratuities

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On December 4, 2006, NASD issued a notice reminding member firms of existing interpretive guidance, and also providing new guidance, regarding gifts and gratuities under Rule 3060. In Notice to Members (NTM) 06-69, NASD indicat... more

December 2006 Compliance Corner: Which Side Are You On? Sales Efforts by Investment Adviser Representatives, IAA Newsletter

Outside Publication | Article
Monica Parry, Ryan Helmrich

11/30/06 Funds May Use Any Independent Pricing Service for Cross Trades Involving Municipal Securities; SEC Staff Provides Guidance on Best Execution Duty in Cross Trades

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC staff recently issued a no-action letter that allows a fund, subject to the approval of its board of directors, to use any appropriate independent pricing service when engaging in Rule 17a-7 transactions involving munici... more

11/15/06 Monitoring, Managing, and Retaining Email and Other Electronic Activity to Comply with Advisors Act, presented at the 3rd National Forum on Hedge Fund Compliance, New York

Presentation | Speech
P. Georgia Bullitt

11/15/06 Trading and Market Structure Issues, presented at the 2006 Investment Company Directors' Conference, San Francisco and Washington, D.C.

Presentation | Speech
John Ayanian

11/09/06 Evaluating and Improving Annual Reviews, presented at NRS' Protecting Your Firm from SEC Scrutiny, Greenwich, CT

Presentation | Speech
Steven Stone

November 2006 Responding to Data Breaches in the Securities and Investment Management Industry, Wall Street Lawyer, Vol. 10 No. 11

Outside Publication | Article
Steven Stone

10/31/06 NYSE Proposes to Eliminate Discretionary Broker Voting for Director Elections

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

The NYSE has proposed a rule change to the SEC to eliminate broker discretionary voting for board of director elections. The proposal follows recommendations of the Proxy Working Group (PWG), which was created in April 2005 by ... more

10/30/06 SEC Expands Class Relief for Trading in Exchange Traded Funds

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October, 24, 2006, the SEC’s Division of Market Regulation issued class relief from certain rules under the Securities Exchange Act of 1934 (the Exchange Act) for Exchange Traded Funds (ETFs). The class relief expands ... more

10/25/06 CEO Certification, presented at NASD Face To Face Conference

Presentation | Speech
Mary Dunbar

10/24/06 New Rules of the Road for Brokers Offering Investment Advice, presented at the FRA's Dual Registrant Symposium, New York

Presentation | Speech
Steven Stone

10/20/06 Morgan Lewis Obtains SEC Staff No-Action Relief Relating to Closed-End Fund Shelf Offering

LawFlash/Client Alert | Investment Management FYI
Investment Management

Morgan Lewis recently obtained a no-action letter for the Nuveen Virginia Premium Income Municipal Fund (Fund) in which the SEC staff stated that it would not recommend an enforcement action under either Section 5 or 6(a) of the... more

10/19/06 Financial Planning Issues, presented at the 2006 NSCP National Membership Meeting, Washington D.C.

Presentation | Speech
John Ayanian

10/19/06 Supervision of Trading Desk Activities, presented at the 2006 NSCP National Membership Meeting, Washington D.C.

Presentation | Speech
Steven Stone

10/16/06 Supervisory Control Procedures: The Compliance Deadline Was Only the Beginning, presented at the Broker Dealer Week's Annual Fall Compliance Conference, Washington, D.C.

Presentation | Speech
Steven Stone

10/09/06 NASD Issues Notice to Members Regarding Amendments to Best Execution Obligations

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On October 9, 2006, NASD issued Notice to Members (NTM) 06-58 announcing amendments and interpretive material to Rule 2320(a), NASD’s “Best Execution Rule.” The amendments to Rule 2320(a) clarify that best execution obligations... more

10/05/06 FinCEN Publishes Interpretive Guidance on Mutual Fund Suspicious Activity Reporting Requirements Effective October 31, 2006

LawFlash/Client Alert | Investment Management FYI
Investment Management

On May 4, 2006, the Financial Crimes Enforcement Network (FinCEN) published the final rule creating a suspicious activity reporting requirement (SAR) for openend investment companies registered with the Securities Exchange Commi... more

10/04/06 Congress Passes Financial Services Regulatory Relief Act, Timetable for Enactment of Final Rules Under Gramm-Leach-Bliley Act

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On September 30, 2006, Congress passed the Financial Services Regulatory Relief Act of 2006 (the Act). The President is expected to sign the legislation into law. The Act largely affects the activities of banking institutions a... more

10/04/06 Examination Crisis Management: What to Do When There Are Problems, presented at the NRS Fall 2006 Compliance Conference, Scottsdale, AZ

Presentation | Speech
Steven Stone

October 2006 A New Era in Soft Dollar Commission Arrangements: SEC Issues Revised Interpretation of Section 28(e), Wall Street Lawyer, Vol. 10 No. 10

Outside Publication | Article
Steven Stone

09/28/06 SEC Adopts Amendments to Rule 22c-2 and Extends Compliance Date

LawFlash/Client Alert | Investment Management FYI
Investment Management

On September 26, 2006, the SEC adopted amendments to Rule 22c-2 under the Investment Company Act of 1940. Rule 22c-2, among other things, provides that a mutual fund may not allow redemption of its shares within seven days of p... more

09/21/06 How Firms Are Adapting to the Rule and a Look Towards the Future, presented at the SIA Fee Based Accounts Forum, New York

Presentation | Speech
P. Georgia Bullitt, Steven Stone

09/19/06 Risk Management and Compliance Challenges in the Global Investment Funds Industry, presented at the International Bar Association Conference, Chicago

Presentation | Speech
W. John McGuire

09/06/06 NASD Issues Interpretive Guidance Regarding Recent Amendments to NASD Rules Governing Communications with the Public Relating to Mutual Fund Performance

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On September 1, 2006, NASD issued Notice to Members 06-48 to provide guidance on the new “text box” amendments to NASD Rules 2210 and 2211. The new amendments impose certain disclosure and presentation requirements for communic... more

09/06/06 New SEC Soft Dollar Interpretation (Schwab Institutional Webcast)

Presentation | Speech
Steven Stone

2006 Hedge Fund Marketing Overview, Journal of Investment Compliance, Vol. 7 No. 2

Outside Publication | Article
Ethan Johnson

2006 Personal Trading Policies for Hedge Fund Managers, Journal of Investment Compliance, Vol. 7 No. 2

Outside Publication | Article
Thomas Harman, Monica Parry

2006 Should You Stay or Go? Private Fund Adviser Registration After Goldstein, Journal of Investment Compliance, Vol. 7 No. 2

Outside Publication | Article
Thomas Harman, Monica Parry

2006 The Investment Advisers Act: The Need for Clarity in the Post-Goldstein Era, Journal of Investment Compliance, Vol. 7 No. 4

Outside Publication | Article
Jedd Wider

08/15/06 NASD and NYSE Issue Joint Release on Section 311 of the Patriot Act

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On August 14, 2006, NASD and NYSE issued a joint release reminding member organizations that, effective August 14, 2006, the Financial Crimes Enforcement Network (FinCEN) has imposed a special measure pursuant to Section 311 of ... more

08/14/06 SEC Staff Issues Guidance on Registration of Hedge Fund Advisers

LawFlash/Client Alert | Investment Management FYI
Investment Management

On August 10, 2006, the SEC's Division of Investment Management (Staff) issued a letter on the effects of the decision of the U.S. Court of Appeals for the D.C. Circuit in Goldstein v. SEC . In vacating the SEC's rule requirin... more

08/09/06 SEC Staff Issues Guidance on Investment Adviser Registration

LawFlash/Client Alert | Investment Management FYI
Investment Management

On August 7, 2006, the SEC staff told an adviser that it was prohibited from registering under the Investment Advisers Act, despite past staff positions suggesting the adviser was required to register. The letter, issued to Cre... more

08/04/06 SEC Issues Letter to NYSE Regulation, Inc. Regarding Statutory Disqualifications: No-Action Letter and Interpretive Guidance

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On August 1, 2006, the SEC’s Division of Market Regulation (Staff) issued a letter to NYSE Regulation, Inc. (NYSE) providing interpretive guidance and no-action relief on the filing of statutory disqualification notices. Sectio... more

August 2006 Anti-Money Laundering Compliance Programs: Time to Reevaluate Risks, The Investment Lawyer, Vol. 13, No. 8

Outside Publication | Article
Beth Kiesewetter, Anne Flannery, Monica Parry, Christian Mixter, Steven Stone

08/01/06 NASD and NYSE Issue Joint Interpretive Guidance on Fixed Income Research

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On July 31, 2006, NASD and NYSE issued joint interpretive guidance on fixed income research. In particular, NASD and NYSE described the results of their review of compliance with the Bond Market Association's "Guiding Principle... more

07/17/06 SEC Proposes to Narrow Exceptions to Regulation SHO's Close-Out Requirements

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On July 14, 2006, the SEC issued a proposal to amend Regulation SHO under the Securities Exchange Act of 1934, which governs short selling of securities. The proposed amendments would narrow the exceptions to the "closeout" req... more

07/14/06 SEC Issues Extension of Relief Granted to Broker-Dealers Allowing Reliance on Investment Advisers to Perform Customer Identification and Verification

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On July 11, 2006, the SEC issued a letter to the Securities Industry Association extending no-action relief allowing broker-dealers to fully rely on SEC registered investment advisers to perform some or all of their Customer Ide... more

07/13/06 SEC Adopts Revised Soft Dollars Safe Harbor

LawFlash/Client Alert | Investment Management FYI
Investment Management

On July 12, 2006, the SEC adopted a revised interpretation of Section 28(e) of the Securities Exchange Act of 1934, substantially as proposed in October 2005. The details of the SEC's action remain sketchy in many areas pending... more

06/23/06 SEC Hedge Fund Registration Rule Vacated by D.C. Circuit

LawFlash/Client Alert | Investment Management FYI
Investment Management

On June 23, the U.S. Court of Appeals for the D.C. Circuit vacated the SEC's rule requiring registration of certain hedge fund advisers, Rule 203(b)(3)-2 (Hedge Fund Rule) under the Investment Advisers Act of 1940 (Advisers Act)... more

06/21/06 SEC Adopts Rules Regarding Fund-of-Funds Arrangements

LawFlash/Client Alert | Investment Management FYI
Investment Management

On June 20, 2006 the SEC adopted three new rules under the Investment Company Act of 1940 (1940 Act) that provide exemptive relief for certain fund-of-funds arrangements. The rules codify and expand on a number of exemptive ord... more

06/19/06 In Securities Deals, Plan for the Regulators: Know the rules and avoid delay. Legal Times

Outside Publication | Article
Beth Kiesewetter, Monica Parry, John Ayanian

06/14/06 SEC Files Status Report on Fund Governance Rule with US Court of Appeals and Issues Release Soliciting Comment

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC filed a status report with the U.S. Court of Appeals for the District of Columbia on June 13, 2006 in connection with its rules requiring a mutual fund's board of directors to have an independent chair and 75 percent of ... more

06/13/06 SEC Staff Issues No-Action Letter Regarding Cross Trades Where the Adviser and/or Its Controlling Persons Own 25% or Less of an Account

LawFlash/Client Alert | Investment Management FYI
Investment Management

In a recent no-action letter provided to Gardner Russo & Gardner (GRG), the SEC staff provided no-action relief from Section 206(3) of the Advisers Act for cross transactions between a client account and an account of which ... more

06/06/06 Current Best Execution, Trading and Investment Opportunity Issues, presented at the Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance, Washington, D.C.

Presentation | Speech
Steven Stone

06/06/06 Discussion of MMI Legal/Regulatory Affairs Initiatives, presented at the Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance, Washington, D.C.

Presentation | Speech
Steven Stone

06/06/06 New Investment Adviser Rules, BISA's Legislative, presented at the Regulatory & Compliance Conference, Washington, D.C.

Presentation | Speech
Monica Parry, Steven Stone

06/06/06 New SMA Products, presented at the Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance, Washington, D.C.

Presentation | Speech
Monica Parry

06/06/06 Suitability, Individualization and Rule 3a-4 Issues, presented at the Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance, Washington, D.C.

Presentation | Speech
Steven Stone

06/05/06 NYSE Issues Information Memo Regarding Directed Brokerage

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On June 1, 2006, NYSE issued Information Memo 06-38, which provides guidance relating to the obligation of NYSE member firms to abstain from participation in directed brokerage arrangements prohibited by Rule 12b-1(h) under the ... more

06/01/06 Nasdaq Exchange Registration, Member and Issuer Transition Issues

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On January 13, 2006, the Securities and Exchange Commission (“SEC”) approved the application of the Nasdaq Stock Market (“Nasdaq”) to become registered as a national securities exchange. Under the SEC’s approval order, Nasdaq w... more

June 2006 What to Do If Your Fund Becomes Subject to ERISA, The Investment Lawyer, Vol. 13, No. 6

Outside Publication | Article
I. Lee Falk, Daniel Kleinman

05/18/06 NASD Issues Guidance Regarding the Use of Part-Time FINOPS

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On May 17, 2006, NASD issued Notice to Members 06-23 regarding members' obligations with respect to registered financial and operations principals (FINOPs). NASD Rule 1022 requires member firms to designate a qualified FINOP an... more

05/09/06 NASD and NYSE Issue Joint Guidance on Accommodating Client Requests for Charitable Contributions

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On May 5, 2006, the NASD and NYSE published joint guidance recommending that broker-dealers consider establishing policies and procedures to address potential conflicts of interest that may arise when employees or agents of an o... more

05/04/06 FinCEN Issues Final Rule Requiring Mutual Funds to Report Suspicious Activity and Offers Guidance on Mutual Fund Due Diligence Obligations for Foreign Accounts

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

Final Rule on Mutual Fund Suspicious Activity Reporting: Click here to view adopting release Today, the Financial Crimes Enforcement Netw... more

May 2006 Regulatory and Operational Issues for US Advisers Investing Overseas, The Investment Lawyer

Outside Publication | Article
Steven Stone

04/26/06 Routine SEC Exam Preparation Guidelines, presented at the Investment Management Legal and Compliance Biannual Conference, New York

Presentation | Speech
Steven Stone

04/18/06 Assessing Risk and Managing Conflicts of Interest, presented at the NRS Spring Compliance Conference

Presentation | Speech
W. John McGuire

04/18/06 SEC Approves Application of NASD's Manning Rule to all NASD Members

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On April 14, 2006, the SEC approved amendments to NASD Interpretive Material 2110-2, which is known as the "Manning Rule." The amendments clarify that the Manning Rule applies to every NASD member firm, regardless of whether th... more

04/07/06 Morgan Lewis Investment Management FYI: Court of Appeals Vacates SEC Fund Governance Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

In the latest round of the ongoing saga of Chamber of Commerce v. SEC , the U.S. Court of Appeals for the District of Columbia ruled today to vacate the two conditions of an SEC regulation mandating that both the chairman and 7... more

04/01/06 Nasdaq Exchange Registration Member and Issuer Transition Issues

Morgan Lewis Title | White Paper
Securities Industry

On January 13, 2006, the Securities and Exchange Commission (“SEC”) approved the Nasdaq Stock Market LLC (“Nasdaq”) as a registered national securities exchange. Under the SEC’s order, Nasdaq will ... more

03/30/06 Intermarket Surveillance Group Issues Notice Regarding Deadline for Validations of Electronic Blue Sheet Reporting

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On March 30, 2006, the SRO members of the Intermarket Surveillance Group (ISG) issued ISG Regulatory Memorandum 2006-01 regarding the deadline for completing the mandatory validation of electronic blue sheet (EBS) reporting syst... more

03/22/06 Market Structure: Regulation NMS, presented at SIA Compliance and Legal Division Annual Seminar, Hollywood, FL

Presentation | Speech
Mary Dunbar

03/17/06 DOL Extends Filing Deadline for Initial LM-10 Reports and Provides Additional Compliance Information for Employers

LawFlash/Client Alert | Labor and Employment LawFlash
Labor and Employment

Last week, the Department of Labor (DOL) announced an extension of the filing deadline for initial LM-10 reports and issued additional guidance concerning employer LM10 reporting obligations under the Labor-Management Reporting ... more

03/13/06 NASD Postpones Effective Date of Amended Definition of "Branch Office" and IM-3010-1

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On March 10, the NASD filed with the SEC a proposed rule change that postpones the effective date of (i) amendments to the definition of “branch office” and (ii) IM-3010-1, which provides guidance on factors to be considered by ... more

03/10/06 NASD Files Proposal Regarding Submission of CEO Certification Reports to Board of Directors and Audit Committee

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On March 7, 2006, NASD filed a proposed rule change with the SEC to amend IM-3013, which provides guidance regarding the CEO certification requirements of NASD Rule 3013. Under NASD Rule 3013, each member firm’s CEO or equivale... more

03/08/06 Department of Labor Provides a “No Enforcement Period” for LM-10 Filings

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Department of Labor (“DOL”) issued the attached advisory effectively extending the Form LM-10 filing deadline by 45 days (from March 31, 2006 to May 15, 2006) for employers with fiscal years ending on December 31... more

03/06/06 New Broker-Dealer CEO Certification and Supervisory Control Rules, presented at the Bank Insurance & Securities Association Annual Convention, Hollywood, FL

Presentation | Speech
John Ayanian

03/02/06 SEC Proposes Amendments to Redemption Fee Rule

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On February 28, the Securities and Exchange Commission (SEC) proposed amendments to Rule 22c-2 under the Investment Company Act of 1940. In addition to permitting mutual funds to charge redemption fees, Rule 22c-2 provides that... more

March 2006 Overview of the Investment Company Act of 1940, presented at the NRS Center for Compliance Professionals' Investment Adviser Compliance Training, New York

Presentation | Speech
Christopher Menconi

March 2006 Proxies on the Internet: A Harbinger for Investment Company Prospectuses and Reports? The Investment Lawyer, Vol. 13, No. 3

Outside Publication | Article
Michael Berenson, Christopher Menconi

02/28/06 Supervisory Controls and CEO Certification, presented at the BD Week Audio Conference

Presentation | Speech
John Ayanian

02/23/06 NASD and MSRB Issue Joint Statement on Consistent Sales Practice Rules for 529 Plans and Mutual Funds

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On February 22, 2006, NASD and the Municipal Securities Rulemaking Board (MSRB) issued a joint statement announcing their intent to cooperate to harmonize the MSRB rules and the NASD rules applicable to sales practices for 529 P... more

02/21/06 Supervisory Controls and CEO Certification, presented at the First Clearing Compliance Symposium

Presentation | Speech
John Ayanian

02/17/06 Energy Market and Regulatory Convergence, presented at the 57th Annual Oil and Gas Law Conference, Houston

Presentation | Speech
Michael Philipp

02/17/06 Hiring Practices: Compliance and Risk Management, presented at the NASD Institute at Wharton - Branch Office Management Program, New York

Presentation | Speech
John Ayanian

02/10/06 NASD and NYSE Adopt New Requirements Regarding Members' AML Compliance Programs

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

NASD and NYSE have recently issued notices describing new requirements regarding member firms' anti-money laundering (AML) compliance programs. On February 3, 2006, NYSE issued Information Memo 06-4 and on February 10, 2006, NA... more

2006 Co-author, Regulating Exchanges Internationally in a Competitive Age—the NYMEX Europe Example, Journal of International Banking Law and Regulation

Outside Publication | Article
Michael Philipp

02/01/06 SEC Reminds Mutual Funds and Insurance Company Separate Accounts to Obtain EDGAR Identifiers for Series, Classes and Insurance Contracts

LawFlash/Client Alert | Investment Management FYI
Investment Management

On January 30, the Securities and Exchange Commission issued a notice reminding mutual funds and insurance company separate accounts that they must: (i) obtain EDGAR identifiers for their series and classes (or insurance con... more

01/26/06 International SMA Developments - A Legal & Regulatory Framework, presented at the MMI 2006 Sales & Marketing Leadership Summit

Presentation | Speech
Steven Stone

01/24/06 ASD and NYSE Propose New Guidance on Gifts and Gratuities and Business Entertainment

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

On January 23, 2006, NASD and NYSE made proposals in the areas of gifts and gratuities and business entertainment. NASD issued Notice to Members 06-06, in which it proposed new interpretive material (IM) to Conduct Rule 3060 (I... more

01/23/06 Best Execution and Brokerage Practices, presented at the Investment Adviser Compliance Forum

Presentation | Speech
Steven Stone

01/23/06 Soft Dollars Never Die: Current Perspectives for 2006, presented at the Investment Adviser Compliance Forum

Presentation | Speech
Steven Stone

01/05/06 Doing Business Under the Department of Labor's LM-10 Requirements: Compliance and Practical Guidelines for Employers and Certain Service Providers

Presentation | Webinar
John Ring, I. Lee Falk, Daniel Kleinman

01/04/06 Doing Business Under the Department of Labor's LM-10 Requirements: Compliance and Practical Guidelines for Employers and Certain Service Providers

Presentation | Webinar
John Ring, Daniel Bordoni, Philip Miscimarra, Charles Cohen

01/01/06 Advisor Recordkeeping Requirements, Journal of Investment Compliance, Vol. 7 No.1

Outside Publication | Article
W. John McGuire

01/01/06 Unbundling’s Doorstep: How Did We Finally Get Here?

Presentation | Speech
Steven Stone

12/29/05 SEC Staff Issues No-Action Letter Permitting "In-Kind" Purchases of Fund Shares by Affiliates

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC staff recently issued the attached no-action letter, which permitted affiliated persons of a fund (the “Fund”) to purchase Fund shares by contributing securities to the Fund (an “in-kind purchase”... more

12/27/05 SEC Staff Provides Guidance Under Rule 202(a)(11)-1 under the Advisers Act

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC staff recently issued the attached letter, which provides interpretive guidance on select issues arising under Rule 202(a)(11)-1 under the Investment Advisers Act of 1940. The rule clarifies the circumstances under whic... more

12/20/05 IRS Rules that Income from Derivatives on a Commodity Index Is Not "Qualifying Income" for Purposes of Subchapter M

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Internal Revenue Service recently issued Revenue Ruling 2006-1, which holds that income from a derivatives contract that provides exposure to a commodity index is not qualifying income for purposes of Section 851(b)(2) of th... more

12/06/05 Best Execution, Trading and Investment Opportunity Issues, presented at the Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance

Presentation | Speech
Steven Stone

12/06/05 New Developments in SMAs and Their Regulatory Dimensions, presented at the Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance

Presentation | Speech
Steven Stone

12/06/05 Suitability, Individualization and Rule 3a-4 Issues, presented to the Legal/Regulatory Affairs Conference for General Counsels & Chief Compliance

Presentation | Speech
Steven Stone

December 2005 Best Practices for Conducting the Required Annual Compliance Review for Investment Advisers, hosted by Financial Research Associates, New York

Presentation | Speech
Christopher Menconi

11/22/05 NASD Issues Member Alert on Sales of Mutual Fund Shares and Dealer Agreements

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the NASD issued the attached Member Alert, which discusses a broker-dealer's responsibilities with respect to sales of mutual fund shares and dealer agreements. In the Member Alert, the NASD reminded broker-dealers that ... more

11/10/05 Adviser Code of Ethics, presented at the CFA Institute/IAA Hedge Fund Compliance Conference

Presentation | Speech
Steven Stone

10/31/05 FinCEN Adopts AML and SAR Rules for Insurance Companies

LawFlash/Client Alert | Investment Management FYI
Investment Management

Under two final rules announced today by the Financial Crimes Enforcement Network (“FinCEN”), certain U.S. insurance companies will be required to both establish anti-money laundering programs (“AML Programs&rd... more

10/26/05 Investment Adviser Advertising, presented at the Investment Adviser Association's Compliance Workshop

Presentation | Speech
Steven Stone

10/26/05 Role of Advisers in Client Class-Action Claims, presented at the Investment Adviser Association's Compliance Workshop

Presentation | Speech
Steven Stone

10/26/05 Soft Dollar Developments, presented at the Investment Adviser Association's Compliance Workshop

Presentation | Speech
Steven Stone

10/25/05 Developing and Vetting New Products, presented at the NSCP National Membership Meeting, Alexandria, VA

Presentation | Speech
John Ayanian

10/25/05 Exchange Traded Funds: An Introduction and the Latest in ETF-Based Variable Trust Funds, presented at the NAVA 2005 Annual Meeting, New York

Presentation | Speech
W. John McGuire

10/25/05 Investment Adviser Conflicts of Interest, presented at the NSCP National Membership Meeting, Alexandria, VA

Presentation | Speech
Steven Stone

10/20/05 SEC Releases Soft Dollar Guidance

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 19, 2005, the SEC issued a long-awaited interpretive release concerning the Section 28(e) safe harbor for soft dollars. According to the SEC, a particular goal of the release is to clarify the scope of "brokerage and... more

10/18/05 Coping with the New SEC Rules Extending Adviser Registration to Brokers Providing Advice, presented at the NRS 20th Annual Fall Compliance Conference, Miami Beach, FL

Presentation | Speech
Steven Stone

October 2005 The Role of Investment Advisers in Client Class Action Claims, The Investment Lawyer

Outside Publication | Article
Ryan Helmrich, Steven Stone

09/30/05 Second Circuit Holds That Antitrust Laws Apply to Underwriter Syndicates

LawFlash/Client Alert | Securities Industry FYI
Securities Industry

The Second Circuit Court of Appeals in New York decided on Wednesday that antitrust laws apply to underwriter syndicates. The plaintiffs in the IPO case allege that the defendants, prominent underwriters and institutional in... more

09/27/05 FTC Fines Hedge Fund Manager $350,000 for HSR Act Violations

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Federal Trade Commission recently accused a hedge fund manager of violating the Hart-Scott-Rodino Act by failing to report to the FTC and Department of Justice when his fund bought more than $50 million of stock in two diffe... more

09/22/05 SEC Proposes Revised Interpretation of Soft Dollars Safe Harbor Under Section 28(e)

LawFlash/Client Alert | Investment Management FYI
Investment Management

At the SEC's open meeting on September 21, 2005, the SEC proposed a slightly revised interpretation of the safe harbor found in Section 28(e) of the Securities Exchange Act of 1934 ("Safe Harbor") that will further clarify, and ... more

09/13/05 Best Execution, presented at Financial Markets World Conference on Market Structure: Preparing for a New Financial Services Landscape

Presentation | Speech
Mary Dunbar

September 2005 Equity Index Annuities Attract New Regulatory Attention, Wall Street Lawyer, Vol. 9, No. 4

Outside Publication | Article
Michael Berenson, Christopher Menconi

08/25/05 Recent Developments in Securities Litigation

LawFlash/Client Alert | Securities Industry FYI
Securities Industry Practice

This LawFlash is an overview of recent developments in securities litigation, including general developments, mutual fund proceedings, electronic discovery and email retention. This LawFlash discusses: Loss Causation... more

08/19/05 Broker-Dealer Supervision, presented at NASD Institute for Professional Development Supervision Symposium

Presentation | Speech
Mary Dunbar

08/01/05 The Role of Investment Advisers in Client Class Action Claims, Investment Adviser Association Newsletter

Outside Publication | Article
Steven Stone

06/21/05 U.S. Court of Appeals Rules That SEC Violated the Administrative Procedures Act When It Adopted the New Fund Governance Requirements

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the U.S. Court of Appeals for the District of Columbia ruled that the SEC violated the Administrative Procedures Act ("APA") when it adopted amendments to certain exemptive rules under the Investment Company Act of 1940 re... more

06/14/05 Annual Compliance Review, presented at the National Regulatory Services Compliance Program Rule Conference '05, Arlington, VA

Presentation | Speech
Steven Stone

06/13/05 Determining the Future of 12b-1 Fees and Fund Fees; presented by the Mutual Fund Best Practices Forum / Institutional Investor New York

Presentation | Speech
W. John McGuire

06/08/05 Broker-Dealers’ New Supervisory Control Rules: Bank Insurance & Securities Association, presented at the 2005 BISA Regulatory & Compliance Conference, Washington, D.C.

Presentation | Speech
Beth Kiesewetter, John Ayanian

06/07/05 Follow the Money: Increased Scrutiny of Fee and Compensation Arrangements, 3rd Annual BISA Legislative, Regulatory and Compliance Conference

Presentation | Speech
Steven Stone

06/02/05 SEC Exams of Separately Managed Accounts, presented at the Money Management Institute

Presentation | Speech
Monica Parry, Steven Stone

05/17/05 Best Execution, Brokerage Practices & Changes to Soft Dollar Requirements, presented at the Investment Advisor Compliance Forum

Presentation | Speech
Steven Stone

05/16/05 SEC Releases Staff Report Describing Findings From Examinations of Select Pension Consultants

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today the SEC's Office of Compliance Inspections and Examinations released the "Staff Report Concerning Examinations of Select Pension Consultants." The Report follows an examination sweep into the practices of pension consultant... more

05/02/05 SEC Releases Report to Congress on Independent Chairman Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today the SEC released its report on the new independent chairman rule. The SEC staff prepared the report pursuant to the Consolidated Appropriations Act, 2005. That Act required the SEC to submit a report to the Sena... more

04/13/05 SEC Issues Adopting Release for New Rule 202(a)(11)-1 under the Advisers Act

LawFlash/Client Alert | Investment Management FYI
Investment Management

On April 6, the SEC adopted new Rule 202(a)(11)-1 under the Advisers Act regarding the application of the Advisers Act to certain broker-dealers. Today, the SEC issued the adopting release for the new rule. Rule 202(a)(11)-1 a... more

04/11/05 Hot topic best practices: soft dollars, directed brokerage, revenue sharing, 12b-1 fees; presented by the Fund Compliance 2005 / Fund Compliance Insider, IA Week and BD Week in Washington, D.C.

Presentation | Speech
W. John McGuire

04/06/05 Investment Advisors II, presented at the SIA Compliance & Legal Division Seminar 2005, Palm Desert, CA

Presentation | Speech
Steven Stone

04/04/05 NASD Mutual Fund Task Force Releases Report on Mutual Fund Distribution; Recommends a "Profile Plus" Disclosure Document

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the NASD Mutual Fund Task Force released its report regarding mutual fund distribution. The Task Force was established to provide guidance to the SEC as it considers the issues raised in a concept release concerning mutual... more

April 2005 Investment Adviser Advertising: The Rules and the Pitfalls, presented at the Performance Measurement Forum's Recent Developments in the Calculation of Performance for Investment Advisers Conference, Las Vegas, NV

Presentation | Speech
Christopher Menconi

03/31/05 Viewpoint On Current And Future Policy – Implications And Opportunities For ETFs, presented at the World Series of ETFs/Information Management Network, New York

Presentation | Speech
W. John McGuire

03/29/05 The Investment Company Act of 1940, The Investment Advisers Act of 1940; given by the "Federal, State and SRO Securities Regulation: The Cornerstone of Compliance / NRS," New York

Presentation | Speech
W. John McGuire

03/18/05 SEC Issues Adopting Release for Voluntary Redemption Fee Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

On March 3, 2005, the SEC adopted Rule 22c-2 under the 1940 Act, which permits, but does not require, funds to impose a redemption fee of up to 2% of the amount of shares redeemed. Earlier this week, the SEC issued the adopting r... more

03/02/05 NASD Adopts New Requirements for Predispute Arbitration Agreements With Customers

LawFlash/Client Alert | Securities Industry FYI
Jack Drogin

The SEC recently approved amendments to NASD Conduct Rule 3110(f), governing predispute arbitration agreements with customers. The amended rule requires firms to provide additional disclosures to customers about the arbitration... more

March 2005 SEC Reopens Comment Period on Point of Sale/Confirmation Disclosure Initiative

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today the SEC announced that it re-opened the comment period for, and requested supplemental comments on, its point of sale/confirmation disclosure initiative, which involved the proposal of two new rules - -15c2-2 and 15c2-3 - ... more

02/17/05 Disclosure of Portfolio Manager Compensation: Who, What, Where, When & Why, presented at the Mutual Fund Directors Forum, Washington, D.C.

Presentation | Speech
Michael Berenson

02/17/05 NYSE Issues Information Memo Regarding Customer Account Sweeps to Banks

LawFlash/Client Alert | Securities Industry FYI
Securities Industry Practice

As you may have read in the February 17, 2005 edition of the Wall Street Journal , on February 16, 2005, the New York Stock Exchange (NYSE) posted Information Memo 05-11 to its Web site, regarding customer account sweep program... more

February 2005 Securities Industry FYI

LawFlash/Client Alert | Securities Industry FYI
Securities Industry Practice

On February 10, 2005, the Division of Market Regulation of the Securities and Exchange Commission issued a no-action letter extending the effectiveness of an earlier no-action letter (issued February 12, 2004) that permitted a b... more

02/01/05 Registration of Hedge Fund Advisers

Morgan Lewis Title | White Paper
Private Investment Funds Practice

On October 26, 2004, the Securities and Exchange Commission (“SEC”) adopted new Rule 203(b)(3)-2 and certain other rule amendments under the Investment Advisers Act of 1940, as amended (the “Act”). The n... more

01/31/05 Mutual Funds and Hedge Funds, presented at Fordham Law School Spring Roundtable, New York

Presentation | Speech
W. John McGuire

January 2005 The Pitfalls of Performance-Based Fees: Lessons Learned from Bridgeway Capital Management, The Investment Lawyer

Outside Publication | Article
Monica Parry, Ryan Helmrich

01/12/05 Achieving Best Execution - A Practical Guide, presented at Financial Markets World Best Execution Conference

Presentation | Speech
Steven Stone

01/07/05 Certain Broker-Dealers Deemed Not to Be Investment Advisers

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC has issued two releases regarding the application of the Advisers Act to broker-dealers offering certain types of brokerage programs. The first release adopts temporary Rule 202(a)(11)T under the Advisers Act. Under ... more

01/07/05 Certain Broker-Dealers Deemed Not to Be Investment Advisers

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC has issued two releases regarding the application of the Advisers Act to broker-dealers offering certain types of brokerage programs. The first release adopts temporary Rule 202(a)(11)T under the Advisers Act. Under th... more

12/29/04 Adviser Code of Ethics

Presentation | Speech
Steven Stone

12/12/04 Adviser Code of Ethics

Presentation | Webinar
Steven Stone

SEC Rules 204A-1; 204-2; and 17j-1

12/03/04 SEC Adopts Amendments to Reg. S-P Regarding Disposal of Consumer Report Information

LawFlash/Client Alert | Investment Management FYI
Investment Management

Yesterday the SEC issued a release adopting amendments to the rule under Regulation S-P requiring financial institutions to adopt policies and procedures to safeguard customer information (the "safeguard rule"). The amendments im... more

12/02/04 SEC Issues Adopting Release for Hedge Fund Adviser Registration Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 26, the SEC adopted new Rule 203(b)(3)-2 under the Investment Advisers Act, which requires certain hedge fund advisers to register with the SEC by February 1, 2006. Today, the SEC issued the rule's adopting release, wh... more

December 2004 The SEC's New Investment Adviser Code of Ethics Rule, presented as a Schwab Institutional Investment Adviser Webcast

Presentation | Speech
Christopher Menconi

11/29/04 Responding to Coming Rule Changes on Soft Dollars

Presentation | Speech
Steven Stone

11/16/04 NASD Mutual Fund Task Force Releases Report on Soft Dollars and Portfolio Transaction Costs

LawFlash/Client Alert | Investment Management FYI
Investment Management

On November 11, the NASD Mutual Fund Task Force released its report regarding soft dollars and portfolio transaction costs. The Task Force was established to provide guidance to the SEC as it considers the issues raised in a conc... more

11/16/04 SEC No-Action Letter Regarding the Application of Rule 38a-1 to Closed-End Fund Principal Underwriters

LawFlash/Client Alert | Investment Management FYI
Investment Management

In a letter to the Investment Company Institute, dated November 10, the SEC staff agreed that it would not recommend enforcement action against a closed-end fund if the fund does not comply with the provisions of Rule 38a-1 under... more

10/27/04 SEC Adopts Hedge Fund Adviser Registration Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

Yesterday the SEC adopted new Rule 203(b)(3)-2 under the Investment Advisers Act, which will require hedge fund advisers to register with the SEC by February 1, 2006. The measure was approved, substantially as proposed, by a 3-2 ... more

10/21/04 Designing Disclosures and Procedures to Address Conflicts of Interest, presented at the NRS 19th Annual Fall Compliance Conference

Presentation | Speech
Steven Stone

10/21/04 Establishing Broker-Dealer and Rep Compensation Arrangements, presented at the NRS 19th Annual Fall Compliance Conference

Presentation | Speech
Steven Stone

09/15/04 SEC Settles Action Against Adviser Involving Mutual Fund Performance Fees

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today the SEC announced a settled enforcement action against an investment adviser and its president in connection with more than $4.4 million in unlawful performance-based fees that the adviser charged to three of its mutual fun... more

09/14/04 SEC Proposes Amendments to Reg. S-P Regarding Disposal of Consumer Report Information

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today the SEC issued a release proposing amendments to the rule under Regulation S-P requiring financial institutions to adopt policies and procedures to safeguard customer information ("safeguard rule"). The proposed amendments ... more

09/03/04 SEC Issues Adopting Release for Directed Brokerage Ban

LawFlash/Client Alert | Investment Management FYI
Investment Management

On August 18, 2004, the SEC adopted amendments to Rule 12b-1 that prohibit the use of fund brokerage commissions to finance the distribution of the fund’s shares. Today, the SEC issued the adopting release for the amendment... more

09/01/04 Regulation & Its Effects on Our Business, presented at the Morgan Stanley Institutional Equity U.S. Head Trader Forum

Presentation | Speech
Steven Stone

08/23/04 SEC Issues Adopting Release for Portfolio Manager Disclosures

LawFlash/Client Alert | Investment Management FYI
Investment Management

On August 18, the SEC adopted new disclosure requirements that are designed to improve the information provided by mutual funds and closed-end funds about their portfolio managers. Specifically, the new rules require a fund to:... more

07/27/04 Regulation of U.S. Investment Companies - Georgetown University, Washington, D.C.

Presentation | Speech
W. John McGuire

06/10/04 Impact of Multiple Types of Fees and Services for Brokerage Services, presented at the BISA Regulatory & Compliance Conference

Presentation | Speech
Steven Stone

06/09/04 NASD Notice to Members on Proposed New Variable Annuities Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

Earlier today we reported that the NASD proposed new rules tailored specifically to sales of variable annuities, including new sales practice standards, disclosure, supervisory approval and sales force training requirements. Att... more

06/09/04 SEC and NASD Release Joint Staff Report on Broker-Dealer Sales of Variable Insurance Products; NASD Proposes New Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the SEC and NASD released a joint staff report on the findings of their examinations of broker-dealer sales of variable annuities and variable life insurance. The report identifies both "sound" and "weak" broker-dealer pra... more

06/09/04 SEC Staff Guidance on Determining the Independence of Third Party Proxy Voting Services

LawFlash/Client Alert | Investment Management FYI
Investment Management

Rule 206(4)-6, the Advisers Act proxy voting rule, requires registered investment advisers to adopt and implement policies and procedures that are designed to ensure that their clients’ proxies are properly voted, material... more

06/08/04 SEC Issues Adopting Release for Mutual Fund Breakpoint Discount Disclosure Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

On May 26, the SEC adopted amendments to Form N-1A that require a mutual fund to provide increased disclosure regarding breakpoint discounts on front-end sales loads. The SEC’s adopting release became available today. ... more

05/13/04 Investment Adviser Books and Records; NRS Basic Training, New York

Presentation | Speech
W. John McGuire

05/11/04 Best Execution & Brokerage Practices: Soft Dollars, Directed Brokerage, presented at the Investment Adviser Compliance Forum

Presentation | Speech
Steven Stone

05/04/04 Disclosure Changes as a Result of the Mutual Fund Scandal, presented to Gail Weiss & Associates, Washington, D.C.

Presentation | Speech
W. John McGuire

May 2004 Investment Adviser Codes of Ethics, Schwab Compliance Review

Outside Publication | Article
Christopher Menconi

04/21/04 SEC Issues Adopting Release for New Market Timing Disclosure Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, on April 13, the SEC adopted amendments designed to improve the transparency of policies and procedures of mutual funds and variable insurance product issuers with respect to market timing. The amendments will also require mutual funds to disclose the circumstances under which they will use fair value pricing and to disclose their policies and procedures regarding disclosure of portfolio holdings.

On , the SEC issued its adopting release for the new requirements, which are briefly summarized below.

Disclosure of Market Timing Policies and Procedures

The amendments will require a mutual fund to:

describe in its prospectus the risks, if any, that frequent purchases and redemptions of fund shares may present for other shareholders;

state in its prospectus whether or not the fund’s board of directors has adopted policies and procedures with respect to frequent purchases and

04/19/04 Conflicts of Interest Facing Investment Advisers, presented at the NRS 19th Annual Spring Compliance Conference

Presentation | Speech
Steven Stone

04/13/04 NASD Issues Notice to Members Reminding Firms of Sales Practice Obligations in Sale of Bonds and Bond Funds

LawFlash/Client Alert | Investment Management FYI
Investment Management

As the number of retail customers investing in bonds and bond funds grows, NASD is concerned that many investors may not fully appreciate the risks and costs associated with such products. It is the responsibility of firms to t... more

04/05/04 The Mutual Fund Scandal, presented at the Corporate Law Society of the Boston University School of Law, Boston

Presentation | Speech
W. John McGuire

03/31/04 SEC Settles Directed Brokerage Action Against Mutual Fund Adviser

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the SEC announced a settled enforcement action against Massachusetts Financial Services Company (MFS) related to the use of brokerage commissions to pay for the marketing and distribution of the MFS funds. Specifically, MFS directed fund brokerage commissions to approximately 100 broker-dealers in exchange for heightened visibility within the broker-dealers’ distribution networks. The SEC found that MFS failed to adequately disclose to the funds’ Boards of Trustees and shareholders the specifics of its arrangements with the brokerage firms and the conflicts created by those arrangements. As part of the settlement, MFS agreed to a series of compliance reforms and to pay a penalty of $50 million, which will be distributed to the Funds.

This is the first enforcement action brought against a mutual fund manager for its failure to adequately disclose payments for shelf space with fund brokerage commissions. The SEC’s charges stem from an ongoing industry-wide investigation of mu

03/16/04 Multi-Style Portfolios, presented at the 6th Annual ICAA/IA Week Best Practices Summit

Presentation | Speech
Steven Stone

03/12/04 SEC Proposes Portfolio Manager Disclosure Requirements

LawFlash/Client Alert | Investment Management FYI
Investment Management

On March 12, 2004, the SEC proposed the following new disclosure requirements that are intended to provide greater transparency regarding portfolio managers, their incentives in managing a fund, and the potential conflicts of int... more

03/03/04 SEC No-Action Letter on Investment Adviser Advertisements

LawFlash/Client Alert | Investment Management FYI
Investment Management

In a recent no-action letter issued to the Investment Counsel Association of America, the SEC staff took the position that a written communication by an investment adviser that does no more than respond to an unsolicited reques... more

03/03/04 SEC Proposes Rule Requiring Funds to Impose Redemption Fees

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC recently proposed new Rule 22c-2 under the Investment Company Act, which would require mutual funds, including funds that serve as investment options for variable insurance products, to impose a two percent redemption fee... more

03/01/04 SEC Publishes Adopting Release Regarding Quarterly Disclosure of Portfolio Holdings and Changes to Shareholder Reports

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, the SEC has adopted new requirements with respect to the disclosure of a fund’s portfolio holdings and made changes to the presentation of certain information in annual and semi-annual reports to sh... more

02/27/04 SEC Publishes Release Proposing Ban on Use of Fund Commissions to Finance Distribution

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, the SEC has proposed amendments to Rule 12b-1 that would prohibit funds from paying for the distribution of their shares with brokerage commissions. The proposed amendments also would prohibit "step-out" ... more

02/18/04 Customer Identification Programs --- SEC Staff Allows Broker-Dealers to Rely on Investment Advisers

LawFlash/Client Alert | Investment Management FYI
Investment Management

In a no-action letter issued to the Securities Industry Association, the SEC staff granted class relief to broker-dealers that permits them to rely on an investment adviser to perform elements of the broker-dealer’s custome... more

02/13/04 SEC Issues Proposing Release for Advisory Contract Approval Disclosure

LawFlash/Client Alert | Investment Management FYI
Investment Management

As reported earlier this week, the SEC proposed new requirements designed to improve disclosure regarding the reasons for the board’s approval of an advisory contract. The proposals would require shareholder reports to di... more

02/12/04 NASD Follows SEC Lead - Directed Brokerage Arrangements to be Banned

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, the SEC has proposed to prohibit mutual funds from using portfolio brokerage commissions to finance the distribution of their shares. In light of this action, the NASD has proposed to amend Conduct Rule 283... more

02/11/04 SEC Proposes to Ban Directed Brokerage Arrangements

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC took the following three actions on February 11, 2004: 1. Prohibition on the Use of Brokerage Commissions to Finance Distribution The SEC proposed an amendment to Rule 12b-1 under the 1940 Act that would: proh... more

02/05/04 SEC Staff Guidance on Amended Custody Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC staff has made available its responses to various questions that have arisen with respect to amended Rule 206(4)-2, the custody rule under the Advisers Act. The Q&A addresses matters relating to the following:

Transition to the Amended Rule

Definition of Custody; Scope of the Rule

Fee Deductions

Account Statements; Surprise Examinations

Notice to Clients

Pooled Investment Vehicles

Privately Issued Securities

Independent Representatives

Sub-Custodians

Auditing Non-Pool Accounts

Providing Balance Sheets to Clients

01/22/04 SEC Issues Proposing Release for Investment Adviser Codes of Ethics

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, the SEC has proposed Rule 204A-1 under the Advisers Act, which would require registered investment advisers to adopt and enforce codes of ethics applicable to their supervised persons. An adviser’s code of ethics would have to include certain minimum provisions, including the following:

Standards of Business Conduct. The code would be required to establish standards of conduct that are expected of the adviser’s supervised persons and that reflect the adviser’s fiduciary duties.

Compliance with Federal Securities Laws. An adviser’s code of ethics would have to require the adviser’s supervised persons to comply with applicable federal securities laws.

Safeguard Nonpublic Information. The code would have to contain provisions reasonably designed to prevent disclosure of material nonpublic information about the adviser’s securities recommendations and clients’ securities holdings and transacti

01/18/04 SEC Issues Release Proposing Fund Governance Changes

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, the SEC has proposed to enhance fund boards’ independence and effectiveness by adding new fund governance requirements to ten routinely-used exemptive rules - 10f-3, 12b-1, 15a-4(b)(2), 17a-7, 17a-8... more

01/14/04 SEC Proposes New Rules for Funds, Advisers and Brokers

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the SEC proposed the following three regulatory initiatives, which are part of a series of proposals to address problems identified with the management and sale of mutual funds.

1. Fund Governance. The SEC proposed amendments to its rules to enhance fund boards’ independence and effectiveness and to improve their ability to protect the interests of the funds and fund shareholders.

Independent Composition of the Board. Independent directors would be required to constitute at least 75 percent of the fund's board.

Independent Chairman. The board would be required to appoint a chairman who is an independent director.

Annual Self-Assessment. The board would be required to assess its own effectiveness at least once a year. Its assessment would have to include consideration of the board's committee structure and the number

01/05/04 NASD Adopts New IPO Rule Replacing Hot Issue Rule

Morgan Lewis Title | White Paper
Jack Drogin

On October 24, the SEC approved new NASD Rule 2790 (the “IPO Rule”), which restructures and replaces the NASD’s Free Riding and Withholding Interpretation, IM-2110-1 (the “Hot Issue Interpretation”)... more

January 2004 An Industry in Crisis Prepares for Reform: The Late Trading and Market Timing Scandal, presented at the ABA's 30th Annual Hot Topics and Emerging Issues in Insurance, Benefits, and Financial Services CLE Meeting, Orlando, FL

Presentation | Speech
Christopher Menconi

12/24/03 NASD Issues Notice to Members on "New Issues" Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

On December 24, the NASD issued Notice to Members 03-79, which discusses Conduct Rule 2790, the NASD's new rule addressing "new issues." Rule 2790 replaces the NASD's Free-Riding and Withholding Interpretation (IM-2110-1) (the "... more

12/19/03 SEC Issues Concept Release on Mutual Fund Transaction Costs

LawFlash/Client Alert | Investment Management FYI
Investment Management

As reported on December 17, the SEC approved the publication of a concept release on mutual fund transaction costs. The release seeks public comment on whether mutual funds should be required to:

quantify and disclose to investors the amount of transaction costs they incur;

include transaction costs in their expense ratios and fee tables;

provide other measures or additional disclosure that would indicate the level of a fund’s transaction costs; and

record some or all transaction costs (including, for example, the portion of those costs that represent soft dollar benefits) as an expense in their financial statements.

The release also asks for comment on the adequacy of existing requirements for board review of transaction costs.

A copy of the concept release is attached.

12/18/03 SEC and NY Attorney General Settle Actions Against Alliance Capital Management

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the SEC and the New York Attorney General announced the settlement of actions against Alliance Capital Management. The SEC found that Alliance Capital entered into arrangements permitting market timing in certain of its m... more

12/18/03 SEC Issues Proposing Release for Breakpoint Discount Disclosure Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

As reported yesterday, the SEC proposed new rules that would require mutual funds to provide enhanced disclosure regarding breakpoint discounts on front-end sales loads. The SEC's proposal would require a mutual fund to:

provide a brief description in its prospectus of arrangements that result in sales load breakpoints, including a summary of eligibility requirements, with more detailed information permitted to be in the SAI;

describe in its prospectus the methods used to value accounts in order to determine whether a shareholder has met sales load breakpoints;

state in its prospectus, if applicable, that in order to obtain a breakpoint, it may be necessary for a shareholder to provide information and records, such as account statements, to a mutual fund or financial intermediary; and

state in its prospectus whether it makes available on its website information regarding its breakpoints.

The comment period ends

12/17/03 SEC Issues Adopting Release for New Rules Regarding Compliance Programs of Investment Companies and Investment

LawFlash/Client Alert | Investment Management FYI
Investment Management

As reported on December 3, 2003, the SEC adopted new rules that will require funds and advisers to (i) have compliance policies and procedures, (ii) annually review them and (iii) designate a chief compliance officer who, for fun... more

12/17/03 SEC Proposes Breakpoint Discount Disclosure Rules and Approves Issuance of a Concept Release on Mutual Fund Transaction Costs

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the SEC voted to (1) propose rule amendments that would require a mutual fund to provide enhanced disclosure regarding breakpoint discounts on front-end sales loads and (2) publish a concept release to solicit public comment on mutual fund transaction cost issues.

Breakpoint Discount Disclosure

The SEC's proposal would require a mutual fund to:

provide a brief description in its prospectus of arrangements that result in sales load breakpoints, including a summary of eligibility requirements, with more detailed information permitted to be in the SAI;

describe in its prospectus the methods used to value accounts in order to determine whether a shareholder has met sales load breakpoints;

state in its prospectus, if applicable, that in order to obtain a breakpoint, it may be necessary for a shareholder to provide information and records, such as account statements, to a mutual fund or financial intermediary;

12/13/03 NASD Notice to Members on Disclosure of Expense Information in Advertisements that Contain Fund Performance Information

LawFlash/Client Alert | Investment Management FYI
Investment Management

As reported on November 21, the NASD is proposing that mutual fund advertisements containing performance information must also include the fund's maximum sales charge and its annual expense ratio. The comment period expires Ja... more

12/12/03 SEC Issues Proposing Releases for Late Trading and Market Timing Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, the SEC has proposed rules designed to address late trading, market timing and selective disclosure of portfolio holdings. Yesteday, the SEC issued the proposing releases for the new rules. Although considered at the same SEC meeting, the adopting release for the chief compliance officer requirement has not yet been issued. We will forward that release when it becomes available.

Late Trading

The SEC has proposed amendments to Rule 22c-1 under the Investment Company Act of 1940 that would provide that an order to purchase or redeem fund shares would receive the current day’s price only if:

the fund,

its designated transfer agent, or

a registered securities clearing agency,

receives the order by the time that the fund establishes for calculating its net asset value.

Acknowledging the unique issues raised by certain investment company structures, the SEC has proposed t

12/03/03 SEC Proposes 4:00 pm Cut-Off Time for Fund Transactions, Adopts New Compliance Rule for Funds and Advisers

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the SEC took action on three measures to address late trading, market timing and related abuses in the mutual fund industry.

The SEC proposed a rule requiring that fund orders be received by 4:00 p.m. Specifically, this proposal would require that an order to purchase or redeem mutual fund shares be received by the mutual fund — or its primary transfer agent or a registered securities clearing agency — by the time that the fund establishes for calculating its net asset value in order to receive that day's price (typically 4:00 p.m. for most funds).

The SEC also adopted a compliance rule that will require funds and advisers to (i) have compliance policies and procedures, (ii) annually review them and (iii) designate a chief compliance officer who, for funds, must report to the board of directors.

Finally, the SEC proposed enhanced disclosure requirements. These enhancements would require funds to disclose (i) market timing policies and procedures,

11/24/03 NASD Approves Rules to Reform IPO Process

LawFlash/Client Alert | Investment Management FYI
Investment Management

On November 24, 2003, the NASD proposed new rules to regulate initial public offerings. The new rules would: Require the lead underwriter to disclose indications of interest and final allocations to the issuer. Prohibi... more

11/24/03 NASD Releases Notice to Members on Proposed Rules for IPO Reform

LawFlash/Client Alert | Investment Management FYI
Investment Management

As reported earlier today, the NASD proposed new rules to regulate initial public offerings.

The NASD has released the Notice to Members describing the rule proposal. A copy is attached.

11/24/03 SEC Adopts New Disclosure Rules Regarding Nominating Committee Functions and Communications Between Shareholders and the Board of Directors

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC has adopted new, detailed disclosure requirements for proxy statements and reports on Form N-CSR regarding (1) the operations of board nominating committees and (2) the means, if any, by which shareholders may communicate... more

11/21/03 NASD to Require Disclosure of Mutual Fund Expenses in Performance Advertising

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the NASD proposed a new disclosure rule that would require a mutual fund to disclose its maximum sales charge and annual expense ratio in advertisements and other sales material that promote the fund's performance.

A copy of the NASD's press release is attached. We will forward the Notice to Members when it becomes available.

11/20/03 SEC and NY Bring Actions Against Pilgrim Baxter Founders

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the SEC and the New York Attorney General announced that civil actions have been brought against Gary Pilgrim and Harold Baxter in connection with market timing of PBHG Funds. The SEC's complaint alleges that a hedge fund... more

11/19/03 House Passes Mutual Funds Legislation

LawFlash/Client Alert | Investment Management FYI
Investment Management

Today, the U.S. House of Representatives overwhelmingly approved H.R. 2420, the Mutual Funds Integrity and Fee Transparency Act. Attached is a copy of the bill and a press release issued by the House Committee on Financial Services that summarizes the bill's key provisions.

November 2003 No Rest for the Weary — Congress Demands More From Mutual Funds, The Investment Lawyer, Vol. 10, No. 11

Outside Publication | Article
Christopher Menconi

10/22/03 SEC Proposes Rule to Permit Manager of Manager Arrangements

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 22, 2003, the SEC proposed new Rule 15a-5 under the Investment Company Act of 1940, which would permit an investment adviser to serve as a subadviser to a fund without shareholder approval, under certain conditions. T... more

10/22/03 SEC Staff Guidance on Disclosure Obligations with respect to Investments in Government Sponsored Enterprises

LawFlash/Client Alert | Investment Management FYI
Investment Management

In a letter to the Investment Company Institute, dated October 17, the SEC staff offered guidance to the mutual fund industry on a fund's disclosure obligation with respect to investments in securities issued by government sponso... more

10/14/03 SEC Issues Proposing Release for Shareholder Nomination of Directors

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, the SEC approved rule proposals that would require companies subject to SEC proxy rules, including registered investment companies, to include in their proxy materials the names and certain other informat... more

10/10/03 Mutual Funds Update: Revenue Sharing and Internal Compensation Issues

Presentation | Speech
Steven Stone

10/09/03 SEC to Consider Rules Addressing Market Timing and Late Trading

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 9, 2003, SEC Chairman Donaldson announced that he has asked the SEC staff to prepare rulemaking initiatives to address late trading and market timing abuses for the SEC’s consideration no later than next month .... more

10/08/03 SEC Approves NASD Rule Proposal To Govern Lending Between Registered Persons and Customers

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 8, 2003, the NASD issued Notice to Members 03-62, which addresses a new NASD rule that governs lending between registered persons and customers. NASD Rule 2370, which was approved by the SEC on August 29, 2003, prohib... more

10/08/03 SEC Proposes Rules Concerning Broker-Dealer and Affiliate Supervision on a Consolidated Basis

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 8, 2003, the SEC voted to propose rule amendments and new rules under the Securities Exchange Act of 1934 that would establish two separate voluntary regulatory frameworks for the SEC to supervise broker-dealers and t... more

10/08/03 SEC Proposes Rules To Increase Proxy Access by Shareholders

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 8, 2003, the SEC approved rule proposals that would require companies subject to SEC proxy rules, including registered investment companies, to include in their proxy materials the names and certain other information ... more

10/03/03 NASD Guidance Concerning the Sale of Hedge Funds

LawFlash/Client Alert | Investment Management FYI
Investment Management

In an interpretive letter dated October 2, 2003, the NASD provides guidance to its members on the sale of hedge funds. Significantly, the NASD stated that "related performance information" cannot be shown in hedge fund sales ma... more

10/03/03 SEC Releases Proposed Rules for Fund of Funds Arrangements

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, on September 24, the SEC proposed a series of exemptive rules for fund of funds arrangements. The SEC issued the proposing release for those rules today. Proposed rule 12d1-1 would permit a registe... more

10/02/03 SEC and Spitzer Bring Charges Against Former Hedge Fund Executive for "Late" Trading in Fund Shares

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 2, 2003, New York State Attorney General Eliot Spitzer and the SEC announced criminal and civil actions against Steven Markovitz, formerly an executive and senior trader with the hedge fund firm Millennium Partners, L.... more

10/02/03 SEC Gives Guidance on the Broker-Dealer Customer Identification Program Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

Yesterday, the SEC clarified the definition of "customer" under the broker-dealer customer identification program rule in situations where omnibus accounts (and other arrangements involving financial intermediaries) are involved. Under the circumstances described in the SEC's Q&A, the financial intermediary would be the "customer" even if the broker has some information about the beneficial owner of the assets in the omnibus account.

October 2003 A Practical Guide to the New Proxy Voting Requirements, Investment Lawyer, Vol. 10, No. 10

Outside Publication | Article
Brian Walker, Thomas Lemke, Monica Parry, Ryan Helmrich

10/01/03 SEC Releases Adopting Release for Changes to Fund Advertising Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

As previously reported, the SEC recently approved amendments to the rules that govern mutual fund advertising. The amendments will:

Require funds that advertise performance to make available returns that are current to the most recent month-end by a toll-free or collect telephone number or on a web site;

Require fund advertisements that contain performance information to include disclosure (i) explaining that current performance may be lower or higher than the performance quoted, (ii) directing investors' attention to a fund's investment objectives, risks, and charges and expenses, and (iii) more prominently highlighting important information, such as the dates during which quoted performance occurred;

Reemphasize that fund advertisements are subject to t

09/25/03 SEC Changes Fund Advertising Rules and Proposes Fund of Funds Exemptive Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

On September 24, 2003, the SEC adopted amendments to the rules governing mutual fund advertisements and proposed three new exemptive rules for certain fund of funds arrangements. Mutual Fund Advertisements The amendments t... more

09/25/03 SEC Issues Adopting Release for the Custody Rule Amendments

LawFlash/Client Alert | Investment Management FYI
Investment Management

On September 25, 2003, the SEC issued the adopting release for the Advisers Act Custody Rule amendments, which were approved by the SEC on September 11. The amended rule is designed to enhance protections for advisory clien... more

09/25/03 SEC Issues Policy Statement on Business Continuity Planning for Trading Markets

LawFlash/Client Alert | Investment Management FYI
Investment Management

On September 25, 2003, the SEC issued a policy statement setting forth its view that self-regulatory organizations operating trading markets (SRO Markets) and electronic communications networks (ECNs) should apply certain basic ... more

09/17/03 NASD Proposal on Revenue Sharing and Differential Cash Compensation Arrangements

LawFlash/Client Alert | Investment Management FYI
Investment Management

In Notice to Members 03-54, issued September 17, 2003, the NASD announced that it proposes to amend Rule 2830 to require disclosure of revenue sharing and differential cash compensation arrangements relating to the sale of inves... more

09/16/03 NASD Fines Broker-Dealer $2 Million For Improper Fund Sales Contests

LawFlash/Client Alert | Investment Management FYI
Investment Management

NASD has censured and fined a broker-dealer $2 million for conducting sales contests designed to promote the sale of the broker's proprietary mutual funds and a few selected variable annuities. Various forms of non-cash compensa... more

09/12/03 DOL Permits Delivery of Fund Profiles

LawFlash/Client Alert | Investment Management FYI
Investment Management

In Advisory Opinion 2003-11a, dated September 8, 2003, the Department of Labor confirmed that delivery of a Rule 498 mutual fund profile by a participant-directed individual account plan to participants and beneficiaries will sat... more

09/12/03 SEC Revises Advisers Act Custody Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Commission today voted to adopt amendments to its rules under the Investment Advisers Act of 1940 dealing with custody of client assets. It also voted to propose a rule that would provide foreign banks meeting certain condi... more

09/10/03 Advisory Referral Programs and Other Business Arrangements, presented at the NRS 18th Annual Fall Compliance Conference, Charleston, SC

Presentation | Speech
Steven Stone

09/08/03 Brave New World For Compliance Officers?; IA Week Fall Compliance Conference, Philadelphia

Presentation | Speech
W. John McGuire

09/08/03 NASD Special Notice to Members 03-50

LawFlash/Client Alert | Investment Management FYI
Investment Management

Reacting to the recent action brought by New York Attorney General Eliot Spitzer, which allegedly involved backward pricing of mutal fund shares and market timing practices that contravened prospectus and SAI disclosure, the NASD... more

09/05/03 NASD Proposes Heightened Supervision of Certain Associated Persons

LawFlash/Client Alert | Investment Management FYI
Investment Management

The NASD has proposed amendments to Conduct Rule 3010 that would require members to adopt heightened supervision plans for those associated persons who have met or exceeded specified threshold numbers of industry/regulatory-relat... more

09/03/03 Spitzer Strikes Again: Backward Pricing and Market Timing at Issue

LawFlash/Client Alert | Investment Management FYI
Investment Management

On September 3, 2003, Eliot Spitzer, New York's Attorney General, filed a complaint in state court alleging a series of frauds perpetrated by a hedge fund and its managers involving (1) backward pricing of mutual fund shares an... more

08/25/03 NASD Expects Members to Make Refunds to Customers Who Have Not Received Appropriate Breakpoint Discounts

LawFlash/Client Alert | Investment Management FYI
Investment Management

On August 25, 2003, the NASD issued Notice to Members 03-47, which announced the NASD's expectation that member firms will make refunds "expeditiously" to customers who have not received the appropriate breakpoint discount ... more

08/13/03 SEC and Treasury Staffs Issue Q & A on the Mutual Fund Customer Identification Program Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

As directed by Section 326 of the USA PATRIOT Act of 2001, the SEC and Treasury jointly adopted, on April 29, 2003, a final rule requiring mutual funds, as part of their anti-money laundering programs, to implement procedures to ... more

08/13/03 SEC Provides Responses to Frequently Asked Questions About the Auditor Independence Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

On August 13, 2003, the Securities and Exchange Commission's Office of the Chief Accountant provided its responses to 35 frequently asked questions regarding the application of the Commission's rules on auditor independence. On... more

08/07/03 NASD Proposes Expanded Disclosure of Mutual Fund Compensation Arrangements

LawFlash/Client Alert | Investment Management FYI
Investment Management

NASD has proposed for comment a rule that would expand the disclosure of two types of compensation paid for the sale of mutual fund shares. The first type of compensation consists of cash payments to brokerage firms in return f... more

08/06/03 SEC Proposes Rule Changes

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC voted today to propose rule changes that would strengthen disclosure requirements relating to nomination of directors and shareholder communications with directors. According to a press release issued by the SEC, which ... more

08/05/03 CFTC Modernizes Rules on CPOs and CTAs

LawFlash/Client Alert | Investment Management FYI
Investment Management

The CFTC has modernized a number of key rules regarding commodity pool operators (CPOs) and commodity trading advisors (CTAs) to rationalize requirements, remove unnecessary regulatory burdens, and to facilitate greater particip... more

07/31/03 Letter from Rep. Oxley and Rep. Baker to Chairman Donaldson

LawFlash/Client Alert | Investment Management FYI
Investment Management

In a letter to SEC Chairman Donaldson, dated July 30, Congressmen Oxley and Baker urged the SEC to implement, as quickly as possible, those provisions of the Mutual Funds Integrity and Fee Transparency Act of 2003 (H.R. 2420) th... more

07/30/03 SEC Announces Approval of SRO Rules Addressing Research Analyst Conflicts of Interest

LawFlash/Client Alert | Investment Management FYI
Investment Management

SEC Chairman Donaldson announced yesterday the approval of a series of self-regulatory organization research analyst rules that fulfill the requirements of the Sarbanes-Oxley Act of 2002. The rules approved yesterday build on p... more

07/24/03 Mutual Funds Legislation Update

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Mutual Funds Integrity and Fee Transparency Act of 2003 (H.R. 2420) was approved yesterday, with modification, by the House Committee on Financial Services. A copy of the revised bill offered by Rep. Baker and copies of app... more

07/22/03 Report of the Joint NASD/Industry Task Force on Breakpoints

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Joint NASD/Industry Task Force on Breakpoints issued a report today recommending industry-wide reforms to facilitate the processing of mutual fund purchases with the correct "breakpoint" sales load discounts. The recommenda... more

07/22/03 Structure Matters in Multi-Broker Soft Dollar and Commission Recapture Arrangements

Presentation | Speech
Steven Stone

07/16/03 No-Action Letter Concerning Broker-Dealer Expense-Sharing Arrangements

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC's Division of Market Regulation has issued a no-action letter concerning the application of the financial responsibility rules under the Securities Exchange Act of 1934 ( e.g. , the net capital rule) to a broker-dealer's... more

07/15/03 Are You An Investment Company? Strategic Planning Considerations for Companies that Don't Want to be an Investment Company

Morgan Lewis Title | White Paper
Investment Management

Counsel to the nation’s 8,000+ mutual funds are acutely aware that the Investment Company Act of 1940 (“1940 Act”) extensively regulates the activities of investment companies, but corporate counsel should reco... more

07/11/03 No-Action Letter Under the Cash Referral Fee Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

In Dougherty & Company LLC, the SEC staff gave conditional blanket no-action relief permitting investment advisers to pay cash referral fees to solicitors who are subject to certain "disqualifying orders". The attached no-a... more

07/11/03 SEC Report and Proposed Legislation

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC has submitted a report to Congress regarding issues raised by certain Congressmen relating to mutual fund fees, soft dollars, distribution arrangements, governance, and portfolio manager compensation, among other things.... more

07/07/03 Notice to Members 03-38: SEC Approves Amendments to NASD Rules Governing Member Communications with the Public

LawFlash/Client Alert | Investment Management FYI
Investment Management

On July 7, 2003, the NASD issued Notice to Members 03-38, which describes amendments to NASD Rule 2210 and the Interpretive Materials that follow Rule 2210 and the creation of new Rule 2211 (Institutional Sales Material and Corre... more

07/02/03 Department of Labor Advisory Opinion

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Department of Labor has issued guidance on a directed trustee's receipt of 12b-1 and subtransfer agency fees from proprietary mutual funds where the decision to invest in such funds is made by an employee benefit plan fiduci... more

July/August 2003 Proxy Voting Issues for Advisers, NSCP Currents

Outside Publication | Article
Monica Parry

06/16/03 Implications of Insurance Company Reorganizations Under the Investment Company Act of 1940, presented at NAVA's Regulatory Affairs Conference, Washington, D.C.

Presentation | Speech
Christopher Menconi

06/06/03 SEC Adopts More Sarbanes-Oxley Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC today issued the adopting release and final rules under Section 404 of the Sarbanes-Oxley Act. These rules relate to management reports on internal controls (for companies other than registered investment companies and ... more

06/05/03 NASD Proposes Compliance Certification

LawFlash/Client Alert | Investment Management FYI
Investment Management

On June 4, 2003, the NASD published a Special Notice to Members requesting comment on a proposal to require a member firm to appoint a Chief Compliance Officer and to require the Chief Compliance Officer and the member firm's Ch... more

05/30/03 Best Execution and Beyond

Presentation | Speech
Jennifer Klass

05/30/03 Investment Adviser Referral Arrangements

Presentation | Speech
Jennifer Klass

05/23/03 Hedge Fund Hearings

LawFlash/Client Alert | Investment Management FYI
Investment Management

SEC Chairman Donaldson testified yesterday before a subcommittee of the House Financial Services Committee regarding hedge funds. A copy of his written testimony is attached. For the full story, please view the PDF. ... more

05/20/03 Improper Influence on Auditors

LawFlash/Client Alert | Investment Management FYI
Investment Management

On May 20, 2003, the SEC issued the adopting release and final rules intended to prevent issuers from improperly influencing their outside auditors. With respect to registered investment companies, the rules apply to officers a... more

05/09/03 Electronic Filing of Ownership Reports

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC has issued the final rules mandating the electronic filing and website posting of beneficial ownership reports by public company insiders under Section 16 of the Securities Exchange Act of 1934. The deadline for complia... more

Spring 2003 Supervising the Supervisors: Internal Controls in the Brokerage Industry

Outside Publication | Article
Beth Kiesewetter

04/30/03 SEC Adopts Customer Identification Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC has issued final rules regarding customer identification programs for mutual funds and broker-dealers. These rules are intended to implement Section 326 of the USA PATRIOT Act. Copies of the two adopting releases are at... more

04/29/03 Investment Adviser Anti-Money Laundering Programs

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Department of the Treasury and the Financial Crimes Enforcement Network today issued three separate proposed rules under the USA Patriot Act that would expand anti -money laundering regulation to commodity trading advisors a... more

04/24/03 Investment Advisers on the Internet

Presentation | Speech
Jennifer Klass

March/April 2003 SEC Record Requirements For Advisors, Schwab Institutional Compliance Review

Outside Publication | Article
W. John McGuire, Steven Stone

04/15/03 SEC to Review Proxy Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

On April 15, 2003, the Securities and Exchange Commission announced that it has directed the Division of Corporation Finance to examine current proxy regulations and develop possible changes to those regulations to improve corpo... more

04/10/03 Final Rules re: Listed Company Audit Committees

LawFlash/Client Alert | Investment Management FYI
Investment Management

As directed by the Sarbanes-Oxley Act of 2002, [the SEC is] adopting a new rule to direct the national securities exchanges and national securities associations to prohibit the listing of any security of an issuer that is not in... more

04/10/03 Senate Hedge Fund Hearing

LawFlash/Client Alert | Investment Management FYI
Investment Management

On April 10, 2003, the Senate Committee on Banking, Housing and Urban Affairs held a hearing on "Recent Developments in Hedge Funds," featuring testimony by SEC Chairman William Donaldson. Chairman Donaldson's written testimony... more

03/17/03 SEC Staff has Issues with 12b-1 Fee Rebates

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC staff has issued a no-action letter in which the staff takes the position that a broker-dealer's rebate of Rule 12b-1 fees to a customer who owns shares of a mutual fund paying such fees to the broker would raise signifi... more

03/12/03 GAO Reports on Mutual Fund Fees and Disclosures

LawFlash/Client Alert | Investment Management FYI
Investment Management

The General Accounting Office reported today to a subcommittee of the House Financial Services Committee on trends in mutual fund fees and related disclosures. A copy of the GAO report is attached. For the full story, pleas... more

03/11/03 SEC Examination Report on Breakpoints

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC, NASD and NYSE today released the results of their examination into whether customers who purchase shares of mutual funds that are subject to a front-end sales load are receiving the benefit of available breakpoints in t... more

03/04/03 SEC Seeks Public Input re: PCAOB Chair

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC today announced that it is seeking public input as to possible candidates for Chairperson of the Public Company Accounting Oversight Board. Instructions for submitting the names of potential candidates for consideration... more

02/28/03 Directed Brokerage & Soft Dollar Practices 2003: Understanding the Obligations of Brokers

Presentation | Speech
Steven Stone

02/28/03 MSRB Notice re Section 529 Plan Sales

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Municipal Securities Rulemaking Board today published a notice reminding firms engaged in the sale of Section 529 Plan interests of the need to have supervisory personnel properly qualified as municipal fund securities limit... more

02/13/03 Amendments to Investment Company Act Custody Rule

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC today issued the adopting release amending Rule 17f-4 the Investment Company Act of 1940, relating to custody of fund assets with securities depositories. A copy of the release is attached. For the full story, pleas... more

02/07/03 Managing A Regulatory Crisis, presented at the NRS Advanced Compliance Training & Risk Management Techniques Conference, Washington, D.C.

Presentation | Speech
Ben Indek, Steven Stone

02/07/03 Undertaking Risk Audits, presented at the NRS Advanced Compliance Training & Risk Management Techniques Conference, Washington, D.C.

Presentation | Speech
Steven Stone

02/05/03 SEC Proposed Fund and Adviser Compliance Requirements

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC yesterday proposed new rules regarding investment company and investment adviser compliance programs, and also requested comment on further ways to involve the private sector in overseeing compliance (such as the establi... more

02/03/03 SEC Adopts Final Proxy Voting Disclosure Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC has issued the releases adopting the final rules relating to disclosure of proxy voting policies and the actual proxy votes cast by mutual funds and SEC-registered investment advisers. Copies of the two adopting release... more

01/29/03 More Attorney Conduct Rules Proposed

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Securities and Exchange Commission ("Commission") is soliciting comments on proposed rules setting standards of professional conduct for attorneys who appear and practice before the Commission on behalf of issuers. Section ... more

01/29/03 SEC Issues Attorney Professional Conduct Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Securities and Exchange Commission ("Commission") is soliciting comments on proposed rules setting standards of professional conduct for attorneys who appear and practice before the Commission on behalf of issuers. Section ... more

01/28/03 SEC Amends Auditor Independence Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Securities and Exchange Commission ("SEC" or "Commission") is adopting amendments to its existing requirements regarding auditor independence to enhance the independence of accountants that audit and review financial stateme... more

01/23/03 SEC Adopts Attorney Conduct Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Securities and Exchange Commission today adopted final rules to implement Section 307 of the Sarbanes-Oxley Act by setting "standards of professional conduct for attorneys appearing and practicing before the Commission in an... more

01/23/03 SEC's Proposed Rules Requiring Investment Companies & Investment Advisers to Adopt Proxy Voting Policies

LawFlash/Client Alert | Investment Management FYI
Investment Management

On January 23, 2003, the SEC adopted proposed rules requiring investment companies and investment advisers to adopt proxy voting policies and to comply with certain proxy voting disclosure requirements. A copy of the press releas... more

01/16/03 Mutual Fund Sales Loads

LawFlash/Client Alert | Investment Management FYI
Investment Management

Continuing their joint efforts to ensure that investors are charged the correct sales loads on their mutual fund transactions, the Securities and Exchange Commission and NASD have launched a multifaceted action plan. The SEC... more

01/15/03 New Affiliated Transactions Rules for Funds

LawFlash/Client Alert | Investment Management FYI
Investment Management

The Securities and Exchange Commission ("Commission") is adopting amendments to rules under the Investment Company Act of 1940 to expand the current exemptions for investment companies ("funds") to engage in transactions with "p... more

01/01/03 Handbook of Investment in the United States, Third Edition

Morgan Lewis Title | Deskbook
Steven Navarro

12/16/02 Recent SEC Actions: Internet Adviser Rule and Failure to Supervise Case

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC recently adopted final rules permitting the registration of investment advisers who principally conduct their business over the Internet, but who otherwise might be precluded from registering under the Investment Adviser... more

11/21/02 Discretionary Trustees Can Now Utilize (for an Additional Fee) the Services of Affiliated Broker-Dealers Under ERISA PTE 86-128

LawFlash/Client Alert | Employee Benefits LawFlash
Employee Benefits

In response to the consolidation in the financial services industry that has resulted in more trustees having affiliations with broker-dealers, the Department of Labor has adopted a technical amendment to ERISA Prohibited Transa... more

11/21/02 SEC Proposed Rules Governing Conduct of Attorneys

LawFlash/Client Alert | Investment Management FYI
Investment Management

Two weeks ago, the SEC proposed rules under the Sarbanes-Oxley Act of 2002 which would establish standards of professional conduct for attorneys appearing and practicing before the Commission. The proposed standards would apply... more

11/19/02 SEC Letter to Investment Company Institute re: Delayed Exchange of Fund Shares

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC staff recently issued a letter to the Investment Company Institute taking the position that an open-end fund may effect shareholder exchange requests on a specified delayed basis, with appropriate disclosure. The staff'... more

11/08/02 Investment Adviser Act Matters; ICAA Compliance Workshop, Chicago

Presentation | Speech
W. John McGuire

11/06/02 SEC Proposes Standards of Professional Conduct for Attorneys

LawFlash/Client Alert | Investment Management FYI
Investment Management

The SEC today proposed new rules intended to establish standards of professional conduct for attorneys practicing or appearing before the Commission when representing issuers. These proposed rules, required by the Sarbanes-Oxle... more

11/01/02 Changes in the SEC's Inspection Program

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 30, Lori Richards, Director of the SEC's Office of Compliance Inspections and Examinations, spoke about changes in the SEC's inspection program for investment companies and investment advisers. Her speech provides in... more

10/28/02 Key Trading Issues Affecting Best Execution

Presentation | Speech
Steven Stone

10/22/02 SEC Proposes Sarbanes-Oxley Rules

LawFlash/Client Alert | Investment Management FYI
Investment Management

In the past few days, the SEC has proposed several new rules designed to implement certain provisions of the Sarbanes-Oxley Act of 2002. These rule proposals include rules prohibiting improper influence upon auditors, and rules... more

10/17/02 SEC Regulatory Priorities

LawFlash/Client Alert | Investment Management FYI
Investment Management

Paul Roye, Director of the SEC's Division of Investment Management, spoke today at the ALI-ABA course on Investment Management Regulation. In his speech, he discusses the SEC's regulatory priorities, including Sarbanes-Oxley, m... more

10/17/02 Treasury Issues Proposed Rule That Would Require Insurance Companies To Report Suspicious Transactions

LawFlash/Client Alert | Investment Management FYI
Investment Management

Treasury Issues Proposed Rule That Would Require Insurance Companies To Report Suspicious Transactions On October 17, 2002, the Treasury Department and the Financial Crimes Enforcement Network published a notice of proposed ... more

10/17/02 Treasury Proposes New Anti-Money Laundering Rules for Funds

LawFlash/Client Alert | Investment Management FYI
Investment Management

This section of the Federal Register contains notices to the public of the proposed issuance of rules and regulations. The purpose of these notices is to give interested persons an opportunity to participate in the rule making ... more

10/16/02 SEC Brings Mutual Fund Market Timing Case

LawFlash/Client Alert | Investment Management FYI
Investment Management

On October 16, 2002, the SEC announced that it settled a "market timing" action brought against James Connelly Jr., a former vice chairman of Fred Alger Management, Inc. who was responsible for managing the Alger Fund Group compl... more

10/09/02 The Changing Dimensions of Supervisory Responsibility at Securities Firms

Presentation | Speech
Ben Indek

10/01/02 Current Issues with Wrap Accounts, presented at the NSCP National Membership Meeting

Presentation | Speech
Steven Stone

10/01/02 Wrap Fee and Separately Managed Accounts

Presentation | Speech
Steven Stone

09/24/02 SEC Proposes New Disclosure Requirements

LawFlash/Client Alert | Investment Management FYI
Investment Management

On September 19, the SEC proposed rule amendments that would require registered management investment companies to disclose their proxy voting policies and procedures and to disclose their actual votes cast. The SEC also propos... more

August 2002 Compliance Corner: Foreign Investing for U.S. Investment Advisers, ICAA Newsletter

Outside Publication | Article
Steven Stone

July 2002 To Boldly Go Where No Securities Offering Has Gone Before: Paperless, The Review of Securities & Commodities Regulation, Vol. 35, No. 13

Outside Publication | Article
Michael Berenson, Christopher Menconi

June 2002 Form N-6—Welcome News for Variable Life Issuers, The Investment Lawyer, Vol. 9, No. 6

Outside Publication | Article
Michael Berenson, Christopher Menconi

June 2002 Variable Life Registration Forms Get Much-Needed Facelift, Morgan Lewis on Securities

Newsletter | Article
Michael Berenson, Christopher Menconi

05/01/02 Managing Conflicts, presented at the NSCP 2002 East Coast Regional Membership Meeting, Boston

Presentation | Speech
Steven Stone

May/June 2002 SEC Provides Flexibility Within Safe Harbor for Soft Dollars, NSCP Currents

Outside Publication | Article
Steven Stone

05/01/02 Trading Practices and Compliance, presented at the Compliance Forum for Registered Investment Advisers and Hedge Fund Managers

Presentation | Speech
Steven Stone

March/April 2002 New SEC Guidance on Soft Dollars and Riskless Principal Trades, NSCP Currents

Outside Publication | Article
Steven Stone

06/19/01 Marketing Investment Advisory Services Through Third Parties, presented to National Regulatory Services, Puerto Rico

Presentation | Speech
Steven Stone

06/18/01 Marketing and Referral Arrangements From the Investment Adviser's Perspective

Presentation | Speech
Steven Stone

June 2001 An Analysis of the SEC Staff's Position on the 'Retail Exception' to Section 11 of the Investment Company Act of 1940, presented at the Bank Insurance & Securities Association's Legislative, Regulatory & Compliance Symposium, Washington, D.C.

Presentation | Speech
Christopher Menconi

June 2001 Substitution or Subterfuge: The SEC Struggles to Decide, Morgan Lewis on Securities

Newsletter | Article
Michael Berenson, Christopher Menconi

March 2001 Web-Based Investment Advisors and Commodity Trading Advisors, Review of Securities and Commodities Regulation, Vol. 34, No. 5, 47

Outside Publication | Article
Christian Mixter

02/09/01 Investment Adviser Books and Records, presented at NRS Basic Training, New York

Presentation | Speech
W. John McGuire

February/March 2001 How Will New Security Futures Products Benefit Investors, Futures Industry

Outside Publication | Article
Michael Philipp

February/March 2001 When Will U.S. Investors Be Allowed Access to Foreign Security Products? Futures Industry

Outside Publication | Article
Michael Philipp

11/14/00 Advertising Online Investing: What is Permissible Now?, presented at the American Conference Institute's 4th National Conference on Securities Trading on the Internet, New York

Presentation | Speech
Steven Stone

July/August 2000 CFTC Proposes to Liberalize Investment of Customer Segregated Funds, Futures & Derivatives Law Report

Outside Publication | Article
Michael Philipp

04/16/00 Complex Issues Facing the Dual Registrant, presented at the NRS Sprint 2000 Compliance Conference, Miami

Presentation | Speech
Steven Stone

04/10/00 SEC Proposes New Electronic Filing and Disclosure Obligations for Investment Advisers

LawFlash/Client Alert | Investment Management FYI
Investment Management

02/20/00 The Impact of the New SEC Electronic Media Release on Investment Advisers, ICAA Newsletter

Outside Publication | Article
Steven Stone

11/16/99 The Gramm-Leach-Bliley Act: Structural Reform of the Financial Services Industry

Morgan Lewis Title | White Paper
James Hunter, Jr., Kathleen Collins

On November 12, 1999, President Clinton signed into law 5.900, the “Gramm-Leach-Bliley Act,” P.L. 106-102 (113 Stat. 1338), a measure widely viewed as the most significant single piece of legislation to affect the fi... more

11/01/99 Federal Securities Law and Its Impact on ERISA Plans, presented at the International Foundation of Employee Benefit Plans 45th Annual Employee Benefits Conference, Orlando, FL

Presentation | Speech
W. John McGuire

March/April 1999 Co-author, SWAPCLEAR: A New Mechanism for Enhancing Management of Counterparty Credit Risk from OTC Derivatives Transactions, Derivatives, Vol. 4, No. 4

Outside Publication | Article
Michael Philipp

01/26/99 Broker-Sponsored Online Chat Rooms: Concerns and Best Practices, presented at the American Conference Institute, Conference on Securities Trading on the Internet, New York

Presentation | Speech
Steven Stone

10/14/98 Employee Trading - Implementing and Testing Company Policy, presented at the NRS West Coast Conference, Napa Valley, CA

Presentation | Speech
Steven Stone

04/20/98 Regulatory Filings, presented at SIA Compliance and Legal Division Annual Seminar, Scottsdale, AZ

Presentation | Speech
Mary Dunbar

02/27/98 The Lenders' Side: Meeting the Financiers' Criteria, presented at the American-Turkish Council Conference - Energy Seminar 5, Washington, D.C.

Presentation | Speech
William Doran

07/23/97 The Regulation of Trading Errors Under the Investment Advisers Act of 1940 Anti-Fraud Provisions -- A Primer on Fiduciary Principles, presented at the Institute for International Research Investment Adviser Compliance Forum, New York

Presentation | Speech
Steven Stone

July 1997 Managing Compliance Problems Is Key to an Investment Advisory Firm's Success, Money Manager's Compliance Guide

Outside Publication | Article
W. John McGuire

06/18/97 SEC Regulation of Investment Adviser Advertising, presented at the Institute for International Research's 9th Annual Conference on Performance Measurement, New York

Presentation | Speech
Steven Stone

June 1997 SEC Finalizes Rules Splitting Regulatory Turf Over Investment Advisors, Compliance Review

Outside Publication | Article
Steven Stone

05/23/97 Basic Principles in Developing Compliance and Supervisory Procedures for Investment Advisers, presented at the National Regulatory Service, Inc. Conference: 'Basic Training for IA Compliance Professionals,' New York

Presentation | Speech
Steven Stone

March 1997 Marketing and Referral Arrangements from the Investment Advisor's Perspective - Part 2, Compliance Review, Vol. 6, Issue 3

Outside Publication | Article
Gregory Needles, Steven Stone

02/24/97 Managing Problems: Complaints to Enforcement Actions, presented at the National Society of Compliance Professionals' 1997 Southern Regional Meeting, Investment Adviser In-House Compliance Audits Workshop, Jacksonville, FL

Presentation | Speech
W. John McGuire

February 1997 Marketing And Referral Arrangements From the Investment Advisor's Perspective - Part 1, Compliance Review, Vol. 6, Issue 2

Outside Publication | Article
Steven Stone

12/12/96 Disclosure of Mutual Fund Brokerage/Service Expense Offset and Soft Dollar Arrangements, presented at the Soft Dollar and Brokerage Conference, New York

Presentation | Speech
Steven Stone

July 1996 Book and Recordkeeping Requirements for Investment Advisers, The Review of Securities & Commodities Regulation, Vol. 29, No. 13

Outside Publication | Article
W. John McGuire

06/14/96 Compliance Procedures for the Investment Adviser of Separately Managed Discretionary Accounts, presented at the Advisor's Education Group Conference, New York

Presentation | Speech
W. John McGuire

05/10/96 Litigation City: Banks Evolving Suit by Suit. presented at the American Bar Association National Institute on Critical and Emerging Legal Issues for Banks and Thrifts, Washington, D.C.

Presentation | Speech
Kathleen Collins

04/24/96 Marketing and Referral Arrangements From the Investment Adviser's Perspective, presented at the National Regulatory Services, Inc. Annual Compliance Conference for Investment Advisers and Broker-Dealers, Orlando

Presentation | Speech
Steven Stone

02/09/96 Developing Written Compliance and Supervisory Procedures for Investment Advisers, presented at the National Regulatory Services, Inc., Compliance Basic Training for Investment Advisers Conference, New York

Presentation | Speech
Steven Stone

02/09/96 State Regulatory Issues Affecting Investment Advisers, presented at the National Regulatory Services, Inc., Compliance Basic Training for Investment Advisers Conference, New York

Presentation | Speech
Steven Stone

1996 Chicago Mercantile Exchange Rule Change Limits Eurodollar EFPs, European Financial Services Law, Vol. 3, No. 48

Outside Publication | Article
Rebecca Leon

10/03/95 SEC Regulation of Performance Advertising By Investment Advisers, presented at the National Regulatory Services, Inc., 'Compliance Basic Training for Investment Advisers,' New York

Presentation | Speech
Steven Stone

August 1995 Project Finance, Construction Briefings

Outside Publication | Article
William Doran

1995 Futures Regulation: Customer Classification or Product Classification?, European Financial Services Law, Vol. 2, No. 123

Outside Publication | Article
Rebecca Leon

1994 The Regulation of Derivatives and the Effect of the Futures Trading Practices Act of 1992, Journal of Law and Policy, Vol. 3, No. 321

Outside Publication | Article
Rebecca Leon

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