Private Funds

Following its adoption almost one year ago of amended rules accelerating filing deadlines for Schedules 13G and 13D (and the imminent effectiveness of the new deadlines for 13Gs), the SEC has continued to bring enforcement cases focusing on the timing of initial filings, amendments, and transitions from Schedule 13G to 13D, as well as Section…

The deadlines for filing and amending Schedule 13Gs are about to change, and regular 13G amendments will now be due on a quarterly basis instead of annually.

As we discussed in our alert last fall (available here), in October of 2023, the SEC adopted new rules governing beneficial ownership reporting, including accelerating the filing deadlines…

As reported today, Vice President Harris has announced Tim Walz, the sitting governor of Minnesota, as her running mate. This announcement is particularly significant for investment advisers due to the Advisers Act Political Contributions Rule, otherwise known as the “pay-to-play” rule.

Read the full post on The Capital Commitment blog.

On July 8, 2024, the U.S. Treasury Department’s Financial Crimes Enforcement Network (“FinCEN”) released additional FAQs[1] with respect to the beneficial ownership reporting requirements of dissolved entities.  The Corporate Transparency Act requires reporting companies to report to FinCEN information about their beneficial owners and company applicants (a “BOI Report”) and is intended to help prevent and combat money laundering, terrorist financing, tax fraud and other illicit activity. The Beneficial Ownership Reporting Rule (the “BOI Rule”), promulgated by FinCEN in September 2022, establishes the types of entities that are reporting companies and how beneficial owners and company applicants are determined, as well as what information is required to be reported about these entities and individuals.

On 18 June 2024, the European Supervisory Authorities (the “ESAs”) published a joint opinion (the “Opinion”) on their recommendations for the next iteration of the Sustainable Finance Disclosure Regulation (“SFDR”). 

As we reported here, the SFDR has undergone wholesale consultation with the European Commission having sought feedback on…

The SEC’s recent settlement involving a “pay-to-play” rule violation by a private equity firm is a timely reminder for fund managers, especially with the November elections approaching. 

As a refresher, Rule 206(4)-5 of the Investment Advisers Act – known as the “pay to play” rule – prohibits investment advisers from receiving compensation for providing advisory…

On 3 May 2024, the European Commission published a summary of the 2023 consultation on the EU Sustainable Finance Disclosure Regulation (“SFDR”) (the “Summary”).  For more information on the consultation, please see our alert here.

Whilst the Summary does not hold substantive policy views of the European Commission, the feedback…

Proskauer’s Hedge Fund Trading Guide offers a concise, easy-to-read overview of the trading issues and questions we commonly encounter when advising hedge funds and their managers. It is written not only for lawyers, but also for investment professionals, support staff and others interested in gaining a quick understanding of the recurring trading issues we tackle for clients, along with the solutions and analyses we have developed over our decades-long representation of hedge funds and their managers.

On 26 March 2024, the legislative package amending the Alternative Investment Fund Managers Directive 2011/61/EU (“the “AIFMD”) and (to a certain extent) the UCITS Directive was published in the Official Journal of the European Union (“Official Journal”), with an adoption date of 15 April 2024 (the “Adoption Date”). Having…