Doug Cornelius on compliance for private equity real estate
Private Equity, BAD!! Bad Company is an overly simplistic tale of capitalism. The author seems to equate private equity with Leveraged Buy-Outs. But that is just one business model. It’s true that the private equity capital stack uses more debt than public companies. That is also true of most privately-owned businesses. And most businesses are…
Investment advisory relationships are not assignable. Section 205(a)(2) of the Advisers Act provides that investment advisers can’t enter into an advisory contract that: “(2) fails to provide, in substance, that no assignment of such contract shall be made by the investment adviser without the consent of the other party to the contract”. So a registered…
I think everyone agrees that members of Congress should not engage in trading based on information they encounter. That is, everyone except members of Congress. There have been several attempts to limit congressional trading. None have made it to the floor for a vote. The current efforts are the Ban Congressional Stock Trading Act sponsored…
One theme of the SEC’s Marketing Rule for investment advisers when it was released in 2020 was for advertised performance to reflect the client’s actual returns. It’s a compliance mantra, you have to shown a net return with equal prominence to any gross return you are showing. The uncertainty in the area that took some…
These are some compliance-related stories that recently caught my attention. Part 2: How Law Schools Can Champion Compliance Careers by Paul E. McGreal Law schools find themselves at a critical juncture. Many students no longer want the traditional path from law school to BigLaw, and instead, seek careers that blend legal expertise with business acumen, preventive…
The Small Business Advocate Act of 2016 established the Office of the Advocate for Small Business Capital Formation within the Securities and Exchange Commission. That Act requires an annual report of statistical information and substantive analysis. That annual report was recently released. Perhaps a bit late because Stacey Bowers, who served as the Advocate throughout…
Here are some compliance related stories that recently caught my attention. Office of Investor Advocate Report Addresses Ownership of Private Market Securities by Meredith Ervine in TheCorporateCounsel.Net In mid-December, the SEC’s Office of the Investor Advocate delivered its Report on Activities for the Fiscal Year 2025 to Congress. As highlighted in the announcement, the report provides an update on…
The Securities and Exchange Commission is proposing some definitional changes to ease its regulatory flexibility. I didn’t think much of this, putting it into the compliance arcana bucket. That is, until I took a brief look at the changes on the Fact Sheet. The SEC is proposing to increase the definition of a “small” investment…
Earlier this month, the Managed Funds Association asked the Markets Participants Division of the Commodity Futures Trading Commission to issue a no-action letter related to private fund managers and registration as Commodity Pool Operators and Commodity Trading Advisors. The MFA requested confirmation that MPD will not recommend the CFTC enforcement action against a private fund…
Although the Corporate Transparency Act was largely killed last March, New York State had been working on its own version. The problem had been that the New York LLC Transparency Act was tied to the definition in the federal Corporate Transparency Act. FinCEN had limited the definition of “reporting company” to only mean entities that…