On January 7, 2026, the Securities and Exchange Commission (“SEC”) proposed amendments to the rules that define which registered investment companies, investment advisers,[1] and business development companies[2] qualify as “small entities” for purposes of the Regulatory Flexibility Act (RFA). These amendments would significantly increase the asset-based thresholds last updated in 1998 and introduce
CFTC Staff Partially Reinstate CPO Exemption for RIAs
On December 19, the staff of the Division of Market Participants of the Commodity Futures Trading Commission (“CFTC”) issued no-action relief from commodity pool operator registration for SEC-registered investment advisers to certain private funds. This relief effectively reinstates the registration exemption previously provided by Rule 4.13(a)(4) for managers to private funds offered solely to qualified
SEC Division of Examinations Announces 2026 Exam Priorities
Under new SEC leadership, the Division’s 2026 Examination Priorities reflect a modified approach, following a reevaluation of the Division’s risk-based priorities, and a renewed focus on several traditional risk areas (including Regulation Best Interest, adherence to fiduciary standards of conduct, complex products and the Broker-Dealer Financial Responsibility Rules) as well as continued attention to emerging
SEC Grants No-Action Relief to Registered Investment Advisers and Certain Registered Investment Companies to Treat a State Trust Company Providing Crypto Asset Custody Services as a “Bank”
On September 30, 2025, the staff of the Division of Investment Management of the U.S. Securities and Exchange Commission granted no-action relief that allows, subject to numerous conditions: (i) investment advisers registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”); and (ii) investment companies registered under the Investment Company Act of
Past Guidance is No Assurance of Future Guidance: SEC Staff Reverses Course with New Marketing Rule FAQs on Extracted Performance and Portfolio Characteristics
On March 19, the SEC released updated guidance for compliance with Rule 206(4)-1 under the Investment Advisers Act of 1940, with two major revisions: (i) an update to prior guidance regarding the use of extracted performance, and (ii) new guidance regarding “portfolio or investment statistics.” We provide a brief overview of the New Marketing Rule
SEC Division of Examinations Announces 2025 Exam Priorities
Priorities Include Artificial Intelligence and Other Emerging Technologies, Complex Products, Reg BI, Cybersecurity, Outsourcing, Private Funds and Compliance with New and Amended SEC Rules
On October 21, 2024, the Division of Examinations (the “Division”) of the U.S. Securities and Exchange Commission (“SEC”) released its examination priorities for fiscal year 2025 (which started October 1, 2024).
SEC and FinCEN Propose Customer Identification Program Requirements for Certain Investment Advisers
On May 13, 2024, the US Securities and Exchange Commission (“SEC”) and the US Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”) issued a joint notice of proposed rulemaking (the “CIP Proposal”) that would apply customer identification program obligations to SEC registered investment advisers and exempt reporting advisers. In this Legal Update, we provide
SEC Adopts Amendments To Regulation S-P
On May 15, 2024, the US Securities and Exchange Commission (“SEC”) adopted amendments (the “Amendments”) to Regulation S-P under the Securities Exchange Act of 1934 (the “Exchange Act”), which governs the treatment of nonpublic personal information about consumers by certain financial institutions, to modernize and enhance the protections under the regulation.
The Amendments require broker-dealers
WhatsApp All Over Again: The SEC Brings More Recordkeeping Charges Against Broker-Dealers and Investment Advisers for Off-Channel Communications
On February 9, 2024, the Securities and Exchange Commission (“SEC”) announced charges against several broker-dealers and investment advisers for failures by the firms and their employees to maintain and preserve electronic communications. The firms’ penalties ranged from $8 to 16 million, with one notable exception—one firm received a significantly lower penalty of $1.25 million, which
SEC Announces 2024 Exam Priorities
On October 16, 2023, the Division of Examinations (the “Division”) of the U.S. Securities and Exchange Commission announced its examination priorities for 2024. While the Division typically announces its examination priorities near the start of the calendar year, this is the first time that the Division has published its examination priorities this early, to align