The Division’s Fiscal Year 2027 Examination Priorities retain the fundamental focus areas from prior years – including investment advisers’ fiduciary obligations and compliance program effectiveness, Regulation Best Interest, broker-dealer financial responsibility rules and cybersecurity – but the frontier has shifted. “Super intelligence,” complex and illiquid products, Treasury clearing, and payments to finders and personal services
SEC Staff Relief Facilitates Initial Portfolio Formation for Closed-End Funds and BDCs
On October 29, 2026, the Staff of the Division of Investment Management (the “Staff”) of the Securities and Exchange Commission (the “SEC”) issued a no-action letter to Goldman Sachs Asset Management, L.P. (“GSAM”) addressing warehouse arrangements entered into in connection with the launch of registered closed-end funds and business development companies (“BDCs”). The letter confirms
SEC Proposes Expanding Securities Eligible for Cross Trading by Registered Funds
On October 9, 2026, the Securities and Exchange Commission proposed amendments to Rule 17a-7 under the Investment Company Act of 1940, as amended, that would expand the types of securities eligible for cross trading between registered investment companies (“registered funds”) and certain affiliated persons. The proposed amendments are a welcome development for the industry, and
SEC Proposes Amendments Addressing Retailization; Modernizing Regulated Funds and Performance-Based Compensation
On September 30, 2026, the Securities and Exchange Commission (the “SEC”) issued two proposing releases containing amendments that would materially affect how business development companies (“BDCs”) that have elected to be regulated under the Investment Company Act of 1940, interval funds and other registered funds are structured, as well as their compensation and distribution models.
SEC Exam Staff Issues Risk Alert on Investment Adviser Annual Compliance Reviews
On September 14, 2026, the staff of the US Securities and Exchange Commission’s (“SEC” or “Commission”) Division of Examinations (the “Division”) issued a Risk Alert (the “Risk Alert”) setting out their examination observations of SEC-registered investment advisers’ (“RIAs”) annual compliance reviews, as required by Rule 206(4)-7 (the “Compliance Rule”) under the Investment Advisers Act of
SEC Proposes Rescission of Investment Adviser “Pay-to-Play” Rule
On September 3, 2026, the US Securities and Exchange Commission (“SEC” or the “Commission”) proposed the rescission of Rule 206(4)-5 under the Investment Advisers Act of 1940 (the “Advisers Act”), widely known as the “pay-to-play” rule. The SEC will solicit comments on the proposal for 60 days following publication in the Federal Register.
Rule
Reg E-Delivery: Giant Leap or Baby Step?
On July 16, 2026, the U.S. Securities and Exchange Commission (the “SEC”) proposed new Regulation E-Delivery (“Reg E-Delivery”), a potential modernization of the default manner in which issuers, broker-dealers, investment advisers, and other market participants provide information to investors in our increasingly electronic world. In the words of SEC Chairman Paul Atkins, “[t]oday, the Commission
FINRA Proposes Amendments to Communications Rule to Permit Use of Projections
FINRA’s proposal would expand investor access to performance projections and targeted returns to more closely align FINRA Rule 2210 with the IA Marketing Rule
The Financial Industry Regulatory Authority, Inc. (“FINRA”) recently filed with the U.S. Securities and Exchange Commission proposed amendments (the “Proposed Amendments”) to FINRA Rule 2210 (Communications with the Public) to permit
SEC Proposes Updates to “Small Entity” Definitions for Funds and Advisers
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