Private Equity Management Fees and Expenses: Avoiding Investor Claims and SEC Enforcement Actions
Lessons From Recent Claims and Penalties; Procedures and Disclosures to Improve Investor Confidence
About the Course
Introduction
This CLE webinar will instruct counsel for private equity (PE) fund managers on the disclosure issues and conflicts of interest associated with fund fees and expense allocations. The panel will discuss recent SEC actions and guidance and best practices in administration and reporting that will pass muster with investors and the SEC.
Description
The SEC continues to focus on fees, expenses, and conflicts of interest inherent in the PE manager role and has collected significant penalties from fund managers who fail to properly disclose fees, expenses, and conflicts of interest to their investors. These SEC actions provide guidance to fund managers and their counsel regarding practices to avoid and best practices for full disclosure. SEC findings reveal that the most common deficiencies relate to fees and expenses charged by managers of portfolio companies. Areas of focus include payments to consultants, shifting expenses during the fund's life, allocation of expenses, and hidden fees.
When reviewing fund investments, counsel to investors should use these enforcement actions as a roadmap for questioning fund managers about fee and expense allocations. Our faculty will highlight key case facts to illustrate where investor questions arise and where SEC scrutiny may focus to help you mitigate the risks of potential litigation and enforcement.
Listen as our authoritative panel of regulatory attorneys reviews fund fee and expense allocation deficiencies and the specific practices that have been identified as problematic. The panel will discuss best practices for reporting fees and expenses and due diligence for investors evaluating current and prospective investments.
Presented By
Mr. Huber supports venture capital and growth equity fund managers on all aspects of the fund lifecycle. He has significant experience advising fund managers on issues related to fundraising, GP management, and economics, including the tax and structuring aspects of fund formations and investments globally. He helps clients navigate complex matters in the evolving legal and regulatory landscape, such as the impact of recent tax reform on investment and organizational decision-making. He also has significant experience advising fund managers and investors in connection with secondary purchases and sales of fund interests.
Mr. LeBas maintains a broad and diverse practice, advising clients on regulatory and compliance matters, as well as on fund formation and fundraising and regulatory aspects of significant transactions. He has significant experience advising leading managers on regulatory and compliance matters, with a primary focus on helping firms to comply with the Investment Advisers Act.
Mr. Mannon counsels investment advisers, funds and family offices, bridging the gap between regulation and operations. He offers strategic guidance across fund operations, compliance and oversight, advises on commodity regulation, SEC, CFTC, GIPS and marketing/advertising rules and issues affecting both registered and unregistered funds and products. Mr. Mannon helps clients design and launch private and registered funds, negotiates trading and derivatives agreements, and develops compliance programs and governance practices. He also helps clients prepare for and respond to regulatory investigations, always ensuring his advice aligns with their business goals. Mr. Mannon was an SEC enforcement attorney and associate GC for one of the world’s largest hedge fund-of-funds advisers before returning to private practice. Experienced on both the regulator’s and business sides of the industry, he understands regulatory expectations, internal business pressures, and how compliance decisions play out in practice.
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This 90-minute webinar is eligible in most states for 1.5 CLE credits.
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Date + Time
- event
Thursday, July 9, 2026
- schedule
1:00 PM ET/10:00 AM PT
I. Overview of SEC oversight and authority concerning PE funds
II. Notable SEC enforcement actions on undisclosed fees and expenses
A. Payments to consultants
B. Shifting expenses during fund's life
C. Characterization of expenses
D. Hidden fees
III. Investor due diligence
IV. Best practices in formulating and disclosing PE management fees and expenses
The panel will review these and other key issues:
- What are the stated priorities of the SEC in examining fund managers' fees and expenses?
- What particular fee and expense practices has the SEC identified as deficient with respect to disclosure to investors?
- What due diligence steps should investors take in light of the SEC audit findings?
- What steps should funds take to review fee and expense practices to ensure investor confidence?
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