Publications
The Impact of United States v. Newman on the Use by Investment Advisers of Information Resources
June 2015
As part of their research process, investment managers gather information from a wide variety of sources. Those sources include: (i) executives and employees of public companies; (ii) competitors; (iii) distributors and suppliers; (iv) sell-side analysts; (v) expert networks; (vi) employees of other investment managers; and (vii) other industry contacts (Information Resources). For some advisers, access to such sources of information is a critical component of their investment program. However, in recent years, these sources of information have come under intense legal and regulatory scrutiny. Both the Department of Justice and the Securities and Exchange Commission have investigated and prosecuted a large number of insider trading cases, and with a seemingly high rate of success. Given such scrutiny, many investment advisers have expended a great deal of resources in an effort to ensure that their employees comply with their legal obligations. In this article, SRZ partners Marc E. Elovitz and David K. Momborquette and former Schulte lawyer Andrew D. Gladstein consider the impact of the holding in United States v. Newman, in which the United States Court of Appeals for the Second Circuit reversed two high-profile insider trading convictions, on the day-to-day business of an investment adviser.
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The US Securities and Exchange Commission (“SEC”) and the Commodity Futures Trading Commission (“CFTC”) have overhauled Form PF and private fund managers have until March 12, 2025, to begin reporting on the new Form. The changes to the reporting requirements mandated by the amendments to the Form (“Form PF Amendments”) will require substantial preparation by many managers.[1]
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Alerts
The US Securities and Exchange Commission (“SEC”) and the Commodity Futures Trading Commission (“CFTC”) have overhauled Form PF and private fund managers have until March 12, 2025, to begin reporting on the new Form. The changes to the reporting requirements mandated by the amendments to the Form (“Form PF Amendments”) will require substantial preparation by many managers.[1]
Alerts
On March 1, 2024, New York Governor Kathy Hochul signed into law an amended version of the New York LLC Transparency Act (“NYLTA”),[1] requiring certain limited liability companies (“LLCs”) formed or authorized to do business in New York (each, a “NY Reporting Company”) to file a beneficial ownership information (“BOI”) report with the NY Department of State (“NY DOS”). Each NY Reporting Company will be required to disclose on its BOI report identifying information pertaining to each individual who directly or indirectly exercises substantial control or owns or controls 25 percent or more of the ownership interests of a NY Reporting Company (each, a “Beneficial Owner”) and the individuals involved in the NY Reporting Company’s formation or registration to do business in New York (each, an “Applicant”). Information reported to NY DOS will be maintained in a private database not accessible to the public. The NYLTA goes into effect on Jan. 1, 2026 and requires the NY DOS to promulgate regulations implementing the legislation.
Alerts
The US Securities and Exchange Commission (“SEC”) and the Commodity Futures Trading Commission (“CFTC”) have overhauled Form PF and private fund managers have until March 12, 2025, to begin reporting on the new Form. The changes to the reporting requirements mandated by the amendments to the Form (“Form PF Amendments”) will require substantial preparation by many managers.[1]