Morgan Lewis

Registered Investment Companies

Investment companies are regulated extensively by the SEC under the 1940 Act and other federal securities laws, and the offer and sale of their shares is regulated by the FINRA. We represent more than 500 mutual funds and dozens of closed-end funds and exchange traded funds, with hundreds of different investment portfolios. We also serve as counsel to the independent directors or trustees of a number of fund complexes.

Our fund clients include funds sponsored and advised by independent investment advisers, banks, insurance companies, and broker-dealers. As fund counsel, or counsel to a fund’s adviser or distributor, we:

  • Prepare, review and/or file amendments to a fund’s registration statement, semiannual reports and proxy materials.
  • Prepare or review board materials, compliance procedures, and reports to shareholders.
  • Counsel the fund’s board of trustees/directors, investment adviser, or distributor on various 1940 Act issues and tax law.
  • Represent clients before the SEC, FINRA, and other regulatory entities on requests for no-action or exemptive relief and in responding to compliance examinations, investigations, and enforcement proceedings.

In addition, we work closely with fund sponsors in new fund development to counsel clients with respect to the key issues in the implementation of complex investment strategies, such as those associated with the use of derivatives and alternative investment strategies, as well as fund distribution matters.