Last month, FINRA proposed Rule 5123 which, if adopted by the SEC, would have a huge impact on broker-dealers that offer or sell any security conducted in reliance on an exemption from registration under the Securities Act (i.e., a private…
In September of 2010, the California legislature passed AB 1743 to supervise “External Managers” and require “Placement Agents” to register as lobbyists. Generally speaking, “External Managers” are defined as a person or entity who is retained or seeking to be retained…
The North American Securities Administrators Association (“NASAA”) recently released a set of examination findings which identify the common compliance deficiencies for state registered investment advisers. The press release listed the top deficiencies revealed in a series of coordinated state examinations…
Presently, the Securities and Exchange Commission (SEC) prevents companies from issuing shares for capital unless they register with the SEC. However, a House panel recently approved legislation sanctioning “crowdfunding.” The legislation would allow new businesses to raise up to $5…
A recent decision by the United States Court of Appeals for the Second Circuit found that the Financial Industry Regulatory Authority (“FINRA”) has no legal authority to bring an action in court to collect fines imposed on its members. This…
On October 12, 2011, the SEC, together with the Federal Reserve Board, the Federal Deposit Insurance Corporation (FDIC), and the Office of the Comptroller of the Currency (OCC), issued proposed regulations implementing Section 619 of the Dodd-Frank Act, popularly referred to…
On September 29, 2011, the SEC issued a Risk Alert warning of concerns regarding trading through sub-accounts, and offered suggestions to help the securities industry address those risks. Generally, in the master/sub-account trading model, a top-level customer [1] opens an account with…
In 1997, the SEC adopted Rule 3a-4 of the Investment Company Act of 1940 (the “Rule”) which provides a non-exclusive safe harbor to exclude certain similarly-managed accounts, such as model portfolios, from the definition of an investment company (e.g., a…
As discussed in a previous Jacko Law Group, PC Legal Risk Management Tip, in October of last year the Department of Labor (the “DOL”) published a proposed rule that would amend the definition of “fiduciary”, and would significantly expand the…
Recently, Congressmen Spencer Bachus, Chairman of the House Financial Services Committee, circulated a draft bill entitled The Investment Adviser Oversight Act of 2011 (the “Bill”). If introduced and passed, the Bill will amend the Investment Advisers Act of 1940 to…