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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Banking and Finance

Date & Time
  • event Date

    Tuesday, November 14, 2023

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE webinar will discuss the SEC's newly adopted rules and amendments impacting private fund advisers relating to quarterly statements, private fund audits, adviser-led secondaries, restricted/prohibited activities, and preferential treatment. The panel will discuss these significant changes and provide practice tips to ensure attorneys and their clients are prepared to comply with these new rules.

Faculty

Jaclyn Grodin
Counsel
Goulston & Storrs LLP

Ms. Grodin represents companies, private equity firms, hedge funds, investment advisers, real estate entities, and individuals in a wide range of business disputes including partnership and investor actions, financial fraud cases, securities-related matters, government investigations, trade secret litigations, and intellectual property controversies. Prior to joining the firm, Ms. Grodin spent more than three years as an Assistant Attorney General in the Investor Protection Bureau of the New York State Office of the Attorney General, where she worked on numerous high-profile investigations, including for violations of New York’s Martin Act by investment advisers, asset managers, and broker-dealers as well as law enforcement’s violation of state and federal constitutional rights.

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Christine Ayako Schleppegrell
Partner
Morgan, Lewis & Bockius LLP

Ms. Schleppegrell counsels asset managers on legal, regulatory, and compliance matters, focusing on advisers to private funds (private equity, hedge, venture capital, infrastructure, real estate, credit) and separately managed accounts. She spent several years in private practice and more recently at the SEC, including in leadership roles in the Division of Investment Management. While at the SEC, Ms. Schleppegrell led the Private Funds Branch during a time of landmark rulemaking impacting private fund advisers—she draws on this experience to advise on current and pending regulations and to guide clients through enforcement and examination proceedings. Ms. Schleppegrell is a frequent speaker on regulatory issues related to the asset management industry. She is an adjunct professor at Fordham University School of Law where she teaches courses on investment management, investment adviser regulation, and corporations. Ms. Schleppegrell also lectures in Fordham’s Advanced Corporate Compliance Institute on topics including governance structures for business entities and the role of fiduciaries. She has served as a guest lecturer at USC Gould School of Law and Georgetown University Law Center.

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Description

On Aug. 23, 2023, the SEC issued new rules relating to the regulation of private fund advisers. The SEC originally proposed rules applicable to private fund advisers in February 2022. While the SEC backed away from including in the adopted rules some of the most concerning proposals in response to public comments, the adopted rules nonetheless impose significant requirements on advisers to private funds.

The rules cover fee and expense allocations, general partner clawbacks, preferential treatment, adviser-led secondaries, and reporting. Certain rules include limited exceptions for legacy funds that were in existence and commenced operations before the relevant compliance date. The rules also create a general exception for securitized asset funds.

The rules impact private fund advisers differently depending on their SEC-registration status and the type and the location of the funds they advise. Certain parts of the new regulations apply to all private fund advisers while other parts apply only to private fund advisers that are also investment advisers registered with the SEC under the Investment Advisers Act of 1940.

Listen as our authoritative panel discusses various facets of the rules and their impact on private fund advisers' internal operations, external reporting, and interactions with fund investors.

Outline

  1. Overview of the new rules
  2. How the rules impact different types of private fund advisers
  3. Reporting requirements
    1. Fees and expenses
    2. Portfolio investment-level disclosures
    3. Calculations and cross-references to organizational and offering documents
    4. Performance disclosures
  4. Private fund audits
  5. Impact on adviser-led secondary transactions
  6. Restricted/prohibited activities
  7. Preferential treatment side letters
  8. Effective and compliance dates
  9. Legal challenges
  10. Key takeaways and practical considerations

Benefits

The panel will address these and other key issues:

  • What is the intent behind the SEC's increased focus on private funds?
  • What are the new reporting requirements for private fund advisers?
  • What is the impact on side letters?
  • What are the restricted/prohibited activities for private fund advisers?