Private Fund Insights Blog

On August 23, the United States Securities and Exchange Commission (the “SEC” or “Commission”) adopted rules and rule amendments (the “PFA Rules”) under the Investment Advisers Act of 1940 (the “Advisers Act”) that impose new requirements and obligations on investment advisers to private funds. In a series of blog posts on the PFA Rules, we summarized the most notable regulatory changes, analyzed the SEC’s new quarterly reporting requirements and reviewed the PFA Rules’ impact on adviser-led secondary transactions. This post addresses the “Restricted ...

On August 23, 2023, the United States Securities and Exchange Commission (the “SEC” or “Commission”) adopted rules and rule amendments (the “PFA Rules”) under the Investment Advisers Act of 1940 (the “Advisers Act”)¹ that impose new requirements and obligations on investment advisers to private funds. In our prior blog posts on the PFA Rules, we briefly summarized the SEC’s additions to the regulatory landscape for private funds and provided a more detailed exploration of the new quarterly reporting requirements applicable to registered investment ...

On August 23, the United States Securities and Exchange Commission (the “SEC” or “Commission”) adopted rules and rule amendments (the “PFA Rules”) under the Investment Advisers Act of 1940 (the “Advisers Act”) that impose new requirements and obligations on investment advisers to private funds. In our prior blog post on the PFA Rules, we briefly summarized the SEC’s additions to the regulatory landscape for private funds. This blog will focus on one aspect of the PFA Rules – how registered investment advisers must report on fees, expenses and performance on a ...

Yesterday, the U.S. Securities and Exchange Commission (the “SEC” or the “Commission”) adopted rules and rule amendments (the “PFA Rules”) under the Investment Advisers Act of 1940 (the “Advisers Act”) that impose new requirements and obligations on investment advisers to private funds.¹ The Commission’s adoption of the PFA Rules, which were initially proposed in early 2022, follows an extensive period of commentary from across the private fund industry.

Robinson Bradshaw attorneys are reviewing the SEC’s 660-page Release announcing the PFA Rules, and ...

After the 2008 financial crisis, the U.S. Securities and Exchange Commission (the “SEC” or “Commission”) introduced the Form PF (Private Fund), which the SEC intended to serve as a tool for monitoring and assessing systemic market risks posed by private funds. Since 2011, following the Dodd-Frank Act (“Dodd-Frank”), the SEC has required certain investment advisers to file a Form PF with the agency to report information about the private funds they manage. As mandated by Dodd-Frank, Form PF provides the SEC and the Financial Stability Oversight Council (“FSOC” ...

Portfolio companies of venture capital and private equity funds usually motivate key executives through compensation tied to performance upon an exit. Such structures align the incentives of the fund with those of the executives but can lead to several tax issues that warrant thoughtful consideration.

280G Background
Section 280G of the Internal Revenue Code seeks to curb excessive executive compensation triggered by a change in control. The rules apply when a C corporation experiences a change in control if certain “disqualified individuals” (including 1% shareholders ...

Private equity funds have become major players in the professional health care delivery sector in recent years due to acquisitions of professional practices, including physician practices, senior living facilities and the like. Such activity has attracted attention from regulators, policymakers and the public, with a particular focus on impacts on quality of care and potential conflicts of interest for providers. Acquisitions of professional practices by private equity funds involve myriad regulatory and compliance obligations at both the federal and state level, and ...

Welcome to Private Fund Insights, a source for information and updates for both sponsors and investors in private funds of all types. Navigating the complex world of private equity is more challenging than ever, as investors seek higher returns, sponsors look for innovative ways to grow their businesses, and regulators consider and implement a growing body of compliance-related initiatives. Robinson Bradshaw’s Fund Formation and Investment Management attorneys, as well as our attorneys in related fields, will share insights relevant to both private equity fund sponsors and ...