Global Investment Law Watch – Exploring the legal and regulatory issues affecting the worldwide investment community.

Europe: European Commission Delays “Non-Essential” Level 2 Measures Concerning AIFMD II and the UCITS Review

Oct 08 2025

By: Gayle Bowen, Shane Geraghty, Mathieu Volckrick, and Dr. Philipp Riedl

In a letter dated 1 October 2025, the European Commission has announced that it will not adopt any non-essential Level 2 acts in respect of AIFMD II or the UCITS review, before 1 October 2027 at the earliest. The list of “non-essential” measures now postponed includes technical standards (i) for loan-originating funds to maintain open-ended features and (ii) on information exchange between national regulators and EU institutions.

It is further reported that the Commission has considered amending, or even repealing, certain acts via an Omnibus package dedicated towards Level 2 measures.

The European Securities and Markets Authority was due to deliver the final draft measures on open-ended loan-originating funds to the Commission this month following their earlier consultation on this topic. It is unclear whether this will now happen.

The Commission letter comes as EU Member States are preparing for AIFMD II implementation.

In Ireland, the Department of Finance issued a Feedback Statement exercising a number of discretionary provisions provided to Member States under the Level 1 Directive. The Central Bank has also commenced a consultation on a complete overhaul of the Irish private funds regime, proposing a copy-out approach to AIFMD and relaxing a number of its requirements, to align with other EU jurisdictions.

On 3 October, Luxembourg published its draft transposition legislation implementing the AIFMD/UCITS review into national law. According to an initial assessment, the Bill implements the provisions of the AIFMD review on a one-to-one basis, without gold plating and exercises several options provided to Member States under the Level 1 Directive.

Germany published its draft legislation implementing AIFMD/UCITS review on 9 July and has also adopted a copy out approach without any gold plating.

United States: Giddy-Yup: SEC Approves Y’all Street’s Hometown Exchange

Oct 06 2025

By: Jennifer R. Gonzalez, Jessica D. Cohn, and William F. Cole

On 30 September 2025, the eve of the government shutdown, the Securities and Exchange Commission (SEC) issued an order granting the Texas Stock Exchange LLC’s (TXSE) registration as a national security exchange (the Order). TXSE, headquartered in Dallas, is the first national securities exchange to receive SEC approval in decades.

United States: No-Action Relief Issued for Crypto Custodied with State Trust Companies

Oct 01 2025

By: Keri E. Riemer, Richard F. Kerr, and Win Gustin

On 30 September 2025, the SEC’s Division of Investment Management (Staff) issued a no-action letter confirming that, with respect to the placement and maintenance of crypto assets, it would not recommend enforcement action if investment advisers, registered investment companies and business development companies (BDC) treated as a “bank” (and thus permitted to custody assets) a trust company organized under state law that is (i) supervised and examined by a state authority with supervision over banks, and (ii) permitted to exercise fiduciary powers under applicable state law (State Trust Company). The relief is subject to various conditions, including the following:

Australia: Private Credit–Public Interest?

Sep 30 2025

By: Jim Bulling, Ben Kneebush and Thais Fernandes

In February this year, ASIC released a discussion paper seeking industry engagement on actionable ideas to enhance the operation of both public and private markets.

United States: SEC Compliance Outreach on Regulation S-P for Large Firms

Sep 29 2025

By: Jessica D. Cohn and Yonathan Y. Tewelde

On 25 September 2025, staff from the US Securities and Exchange Commission’s (SEC) Divisions of Examinations, Investment Management, and Trading and Markets hosted a webinar discussing the amendments to Regulation S-P and what to expect when Regulation S-P is in scope of an exam. The amendments, among other things, require brokers, dealers, registered investment advisers, investment companies, and transfer agents (covered institutions) to adopt written policies and procedures for incident response programs to address unauthorized access to or use of customer information, including procedures for providing timely notification to individuals affected by an incident involving sensitive customer information with details about the incident and information designed to help affected individuals respond appropriately.

United States: Upcoming SEC Webinar for Large Firms on Regulation S-P

Sep 23 2025

By: Jessica D. Cohn and Yonathan Y. Tewelde

The US Securities and Exchange Commission (SEC) staff will be hosting a webinar on 25 September 2025 regarding the upcoming compliance requirements under the amendments to Regulation S-P. The session is specifically geared toward large firms and is anticipated to cover expectations around incident response programs, including customer notification, the Division of Examinations’ expectations and potential Risk Alerts from the SEC staff.

United States: The Wait Is Over: SEC Approves Generic Listing Standards Benefitting Commodity-Based ETPs

Sep 19 2025

By: Keri E. Riemer and Richard F. Kerr

Marking a monumental step forward for the launch of crypto asset exchange-traded products (ETPs), the Securities and Exchange Commission (SEC) approved rule changes by three exchanges to adopt generic listing standards for ETPs that hold spot commodities, including crypto assets. Provided that the ETPs satisfy certain conditions, they will be able to be listed and commence trading more quickly, as their exchanges will not need to submit proposed rule changes for each issuer.

Australia: A Seat at the Table–What Does the Government’s Economic Reform Roundtable Mean for Superannuation Fund Trustees?

Sep 08 2025

By: Ravi Jayemanne, Ben Kneebush, and Thais Fernandes (Graduate)

From 18–21 August 2025, the Australian Government (Government) hosted the Economic Reform Roundtable with industry and government leaders to explore reforms aimed at boosting productivity, resilience, and budget sustainability.

United States: The SEC “Flexes” Its (De)Regulatory Agenda

Sep 05 2025

By: Jennifer L. Klass, Lance C. Dial, and Pablo J. Man

The SEC’s latest regulatory agenda has officially been unveiled, and according to Chair Atkins the “regulatory agenda reflects that it is a new day” at the SEC. The regulatory agenda not only aims to clarify the regulatory framework for cryptocurrencies but also focuses on proposals to reduce compliance burdens and facilitate capital formation, including by providing investor access to private businesses.

United States: The White House Working Group on Digital Asset Markets Report: Establishing Clear Regulation Based on a Digital Assets Taxonomy

Aug 19 2025

By: Sarah V. Riddell and Vivian K. Bridges

The President’s Working Group on Digital Asset Markets Report (the Report) emphasizes that a clearly defined taxonomy is essential for establishing a regulated digital asset market and identifying the appropriate federal regulator (i.e., the SEC or CFTC) based on a digital asset’s functions.