On February 15, 2023, the U.S. Securities and Exchange Commission (SEC) proposed a new rule for registered investment advisers that would replace the current “custody rule” under the Investment Advisers Act of 1940 (Advisers Act) with a new “safeguarding rule”[1] and make corresponding amendments to the Adviser Act’s recordkeeping rule and Form ADV.
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The longstanding view of the Department of Labor (the “DOL”) has been that proxy voting and other shareholder rights held by an ERISA plan are subject to ERISA’s fiduciary duties of prudence and loyalty. Previously, this view was expressed by the DOL in sub-regulatory guidance, such as interpretive and field assistance bulletins. In September of 2020, the DOL published a proposed rule (the “Proposal”) regarding an ERISA fiduciary’s duties with respect to shareholder rights. On December 16, 2020, the Department of Labor published the final regulation (the “Regulation”). Much like the Proposal, the Regulation requires that when a fiduciary decides whether and when to exercise plan shareholder rights, it must act prudently and solely in the interests of participants and beneficiaries and for the exclusive purpose of providing them benefits and defraying the reasonable expenses of administering the plan. However, in the Regulation, the DOL took an approach that is less prescriptive and more principles-based than the Proposal.
Continue Reading Final ERISA Regulations Describe Fiduciary Duties Related to Plan Proxy Voting
On April 21, 2020, the US Securities and Exchange Commission proposed new rule 2a-5 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), which is intended to address valuation practices and the role of the board of directors with respect to the fair value of the investments of an investment company
On April 7, 2020, the U.S. Securities and Exchange Commission’s Office of Compliance Inspections and Examinations (“OCIE”) issued two companion risk alerts on compliance with Regulation Best Interest and Form CRS. In the press release accompanying these risk alerts, OCIE stated that these alerts are intended to provide broker-dealers and investment advisers with
Business Continuity Plans (“BCPs”) continue to be a key component of an investment adviser’s risk management and compliance program, but have traditionally focused on emergency planning for certain external and internal disruptions (such as natural disasters, blackouts and occasional short-term market disruptions to normal operations). The recent impact of COVID-19 however, has reminded the industry
As COVID-19 continues to impact global markets, the U.S. Securities and Exchange Commission (“SEC”) have recently provided certain guidance and targeted relief in recognition of the potential disruption that COVID-19 may have on market participants regulated by the Commission. The following Mayer Brown client alerts describe and take a closer look at certain COVID-19 related
On January 7, 2020, the US Securities and Exchange Commission’s Office of Compliance Inspections and Examinations (“OCIE”) released its 2020 examination priorities. While a number of the 2020 priorities are continuations from the prior year, OCIE made certain enhancements and/or additions to these exam priorities that are similar to themes highlighted in its risk
On August 21, 2019, the Securities and Exchange Commission published two separate releases related to proxy voting issues. One release provided guidance regarding proxy voting responsibilities of investment advisers under the Investment Advisers Act of 1940 and Rule 206(4)-6 thereunder (the “Investment Adviser Proxy Guidance”), while the other provided an interpretation and related guidance regarding
Privacy and the safeguarding of customer information continues to be an important compliance topic from the SEC’s perspective, including its examination staff. The SEC’s Office of Compliance Inspections and Examinations (OCIE) recently released a Risk Alert highlighting common examination deficiencies from registered advisers and broker-dealers related to Regulation S-P, a rule requiring that such registrants
Hello dear readers. If you are reading this today, on April 1, and you have a December 31 fiscal year end, then you have survived your annual Form ADV amendment. Congratulations! And while many of you are doubtless gearing up for an annual Form PF filing due at the end of this month, you might