May 31, 2022

SEC Proposes Amendments to Fund “Names Rule” and Proposes Amendments Concerning ESG Investment Practices

On May 25, 2022, the SEC proposed amendments to the fund “Names Rule,”1 (Names Rule Amendments) and, separately, proposed amendments to several rules and forms that would require additional disclosure for funds and advisers that consider environmental, social, and governance (ESG) factors in their investment processes…

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May 27, 2022

SEC Settles Charges with Broker-Dealer in Connection with Improper Switching of Variable Annuities

On May 25, 2022, the SEC announced that it settled charges against a registered broker-dealer (Broker-Dealer) in connection with improper switching or replacing of variable annuities for which it was a principal underwriter. Without admitting or denying SEC findings, the Broker-Dealer consented to, among other things, a finding…

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May 25, 2022

SEC Settles Charges with Investment Adviser in Connection with ESG Misstatements and Omissions

On May 23, 2022, the SEC announced that it settled charges against an investment adviser (Adviser) in connection with misstatements and omissions about environmental, social, and governance (ESG) considerations in making investment decisions for certain mutual funds that it managed (Funds). Without admitting or denying SEC findings, the…

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May 23, 2022

SEC Charges Investment Adviser and Three Portfolio Managers in Connection with Multibillion Dollar Securities Fraud

On May 17, 2022, the SEC charged an investment adviser (Adviser) and three former senior portfolio managers in connection with a scheme, conducted over several years, to mislead investors about the significant downside risks of a complex options trading strategy (Strategy) used in seventeen unregistered private funds (Funds),…

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April 7, 2022

SEC Announces 2022 Examination Priorities

On March 30, 2022, the SEC’s Division of Examinations (Division) announced its 2022 examination priorities (Examination Priorities). The Division will focus on private funds, environmental, social, and governance (ESG) investing, standards of conduct issues for broker-dealers and registered investment advisers (RIAs), information security and operational resiliency, emerging technologies,…

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February 25, 2022

U.S. District Court Rules That “Control Share Acquisition” Provision of Closed-End Fund Bylaws Violates the Investment Company Act of 1940

A judge for the U.S. District Court for the Southern District of New York ruled that certain closed-end funds (funds) and their trustees violated the Investment Company Act of 1940 (1940 Act) by approving a change to fund bylaws that impaired the voting rights of the plaintiff shareholder.

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February 23, 2022

SEC Charges Founder of Registered Investment Adviser with Fraud

On February 17, 2022, the SEC charged the founder and former CIO (Founder) of a registered investment adviser (Firm) in connection with a scheme to artificially inflate the asset values and performance results of a mutual fund and a hedge fund that the Firm advised (Funds), in violation…

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February 17, 2022

SEC Proposes Amendments to Modernize Rules Governing Beneficial Ownership Reporting

On February 10, 2022, the SEC approved a proposal that would amend Regulation 13D-G to modernize beneficial ownership reporting (Proposal) in light of advances in technology and developments in the financial markets.  Sections 13(d) and 13(g) of the Securities Exchange Act of 1934 (Exchange Act), along with certain…

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February 11, 2022

SEC Proposes Rules and Amendments to Enhance Cybersecurity Preparedness of Investment Advisers and Investment Companies

On February 9, 2022, the SEC approved a notice of proposed rulemaking (Proposal) that would establish new rules governing cybersecurity risk management. In particular, the Proposal would: require advisers and funds to adopt and implement written policies and procedures that are reasonably designed to address cybersecurity risks; require…

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February 1, 2022

SEC Chair Gary Gensler Highlights Opportunities to Strengthen Cybersecurity Practices of Investment Companies and Advisers in Speech

In a recent speech at the Northwestern Pritzker School of Law’s Annual Securities Regulation Institute, SEC Chair Gary Gensler focused on cybersecurity policy at the SEC, including certain potential reforms to rules governing the cybersecurity practices of registered investment companies and advisers. For investment companies, investment…

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