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Robert Sutton

Robert Sutton is a partner of the Private Funds Group and a member of the Corporate Department. He is a seasoned practitioner with over 20 years of experience counseling managers and advisers of private funds on regulatory matters, as well as regulatory issues related to the formation and operation of private equity, credit, real estate, infrastructure, hedge and other private funds.

Rob has a deep knowledge of the market practice of asset managers and in particular, as it relates to Advisers Act-related issues. From some of the largest and most sophisticated firms in the global asset management industry to start-ups and mid-sized firms, Rob’s experience includes a wide spectrum of funds and asset classes across their life cycles. Rob regularly advises on matters in connection with: U.S. investment adviser registration and regulation; Advisers Act and other U.S. securities law issues relating to the formation, marketing and offering of private funds; Identifying and managing conflicts of interest, and addressing related Advisers Act risks, SEC examinations, and exam readiness preparation; Design and implementation of investment adviser compliance policies and procedures; U.S. regulatory issues relating to purchases and sales of investment advisory businesses (minority stake and control stake transactions, buy-side and sell-side representations); Advisers Act and other U.S. regulatory issues relating to private fund restructurings and recapitalizations, strip sales, continuation fund formations and similar transactions; Advisers Act issues relating to the formation of SPACs by investment advisers; and, Investment Company Act status analyses of private fund structures, investment transaction structures and other non-registered investment company structures.

Rob has been recognized by his clients and peers for his extraordinary work, gaining various accolades including mentions in preeminent directories such as The Legal 500.  He is also very active within the private funds industry, contributing to numerous publications and collaborating on several speaking engagements.

On December 2, 2025, Brian Daly, Director of the Securities and Exchange Commission (the “SEC”) Division of Investment Management (the “Division”), delivered remarks to the American Bar Association outlining the Division’s top priorities under his leadership: deregulation, modernization, democratization, and artificial intelligence (“AI”).

Daly noted that the Division’s agenda will largely be driven by the

On December 3, 2025, the Securities and Exchange Commission (the “SEC”) issued an exemptive order to postpone the compliance deadline for Rule 13f-2 under the Securities Exchange Act of 1934 by two years.  The new deadline for compliance is January 2, 2028. Rule 13f-2 was adopted in October 2023 and compliance had already been extended

Overview

On December 10, 2025, the United States Supreme Court will hear arguments in FS Credit Opportunities Corp. v. Saba Capital Master Fund, Ltd. to resolve a circuit split and determine whether there is a private right of action for violations of the Investment Company Act of 1940, as amended (the “1940 Act”).

Welcome to the FinReg Monthly Update, a regular bulletin highlighting the latest developments in UK, EU and U.S. financial services regulation.

Key developments in November 2025:

Asset Management / Wealth Management

17 November – Liquidity Management RTS: The European Commission has adopted Delegated Regulations containing regulatory technical standards (RTS) on liquidity management tools under the Alternative

Welcome to the FinReg Monthly Update, a regular bulletin highlighting the latest developments in UK and EU financial services regulation.

Key developments in October 2025:

Financial Advice / Wealth Management

31 October – FCA Consolidation Review: The UK Financial Conduct Authority (“FCA”) published its findings following a multi-firm review of consolidation in the

The Federal Trade Commission (“FTC”) released a shutdown plan dated September 29, 2025, outlining how it will operate during this lapse in appropriations.

FTC Commissioners are presidential appointees and are excepted from furlough during the shutdown. According to the shutdown plan, furloughs will be issued on a rolling basis for the staff to properly address

As of 12:01 am on October 1, 2025, congressionally appropriated funding lapsed for most operations of the United States government. Though the government has shut down, business continues, and market participants that need to interact with the Securities and Exchange Commission (the “SEC”) in order to complete a transaction may encounter delays. Below is a

On September 4, 2025, the Securities and Exchange Commission (the “SEC”) published its Spring 2025 Unified Agenda of Regulatory and Deregulatory Actions (the “Reg Flex Agenda”).[1] Twice per year, Federal agencies, including the SEC, must publish an agenda of proposed rulemakings that they anticipate will have a substantial impact on the economy. The Reg

Historically, investments in private funds have been reserved for large institutions, defined benefit pension plans, sovereign wealth funds and very wealthy individuals. In recent years, though, the notable difference in returns between private investments and those available in the public markets has increased pressure to expand access to private-market investments for “Main Street” investors. Partially