The Division of Examinations of the Securities and Exchange Commission has recently announced its 2024 Examination Priorities. These include: Focus on compliance with Adviser’s fiduciary duty standard and the management of conflicts.  The Staff noted that it will be examining for advisers’ adherence to their duty of care and duty of loyalty obligations to clients. …

Rimon congratulates its client, E2M Ventures (“E2MV”) on the closing of a $50mm capital facility with Crayhill Capital Management LP (Crayhill). The facility is expressly designed to facilitate E2MV’s ability to offer “gap financing” solutions to real estate sponsors primarily across the Central and Western United States. The program will enable E2MV to provide sponsors access…

The SEC’s Division of Examinations has recently issued a risk alert regarding the revised Marketing Rule (Rule 206(4)-1). The compliance date for the Marketing Rule is November 4, 2022 (Compliance Date). As of the Compliance Date, investment advisers may no longer choose to comply with the previous advertising and cash solicitation rules. Registered investment advisers,…

A few notes from the recently held American Bar Association Business Law Section Annual meeting, where we heard from two key decision-makers from the Securities and Exchange Commission: First, last Wednesday, Hester Peirce, a Commissioner from the U.S. Securities and Exchange Commission spoke at the Blockchain, Cryptocurrencies and Investment Management Task Force Meeting. I was…

On January 27, 2021 the Division of Examinations of the Securities and Exchange Commission published their second risk alert focused on Private Fund Advisor deficiencies commonly noted in connection with their examinations. These include: Conduct Inconsistent with Disclosures Failure to obtain informed consent from Limited Partner Advisory Committees, Advisory Boards or Advisory Committees (collectively “LPACs”)…

The SEC’s Office of Compliance Inspections and Examinations recently published a risk alert related to investment advisers managing Digital Assets for their clients, either directly or indirectly through pooled investment vehicles.  The risk alert makes it clear that digital assets create a number of unique compliance challenges that firms should consider. Based upon risks identified…

On November 19, 2020 the Securities and Exchange Commission’s Office of Compliance Inspections and Examinations released a risk alert relating to deficiencies in registered investment adviser’s compliance program.  Under Rule 206(4)-7  (the “Compliance Rule”) under the Investment Advisers Act of 1940 (“Advisers Act”), it is unlawful for a registered investment adviser to provide investment advice…

Back in July, the Securities and Exchange Commission proposed new rules that would substantially reduce the reporting thresholds for institutional investment managers (including hedge fund managers) under rule 13f-1 (and Form 13F).   Section 13(f) of the Securities Exchange Act and Rule 13f-1  (as currently in force) require that an investment manager file a report with…

Today, the Securities and Exchange Commission adopted amendments to the “accredited investor” definition in Rule 501(a).  These are: adding a new category that permits natural persons to qualify as accredited investors based upon certain professional certifications, designations or credentials or other credentials issued by an accredited educational institutions which the Commission may designate from time…

On August 7, 2020, the SEC issued a Cease-and-Desist Order and imposed sanctions against Rialto Capital Management, LLC (“Rialto”) for violations of the Advisers Act arising out of Rialto’s misallocation of expenses. Rialto serves as the investment adviser to several private funds, as well as two co-investment vehicles.  The limited partnership agreements for each of…