United States (US) – Global Investment Law Watch

United States: A Recipe for a Settlement: Why the SEC Sent This Private Fund Advisers “Season and Sell” Valuation Practices Back to the Kitchen.

Mar 09 2026

By: Thoreau Bartmann, Sasha Burstein, and Pablo Man

On 25 February 2026,¹ the SEC, in one of the few cases brought to-date against a private fund adviser under Chair Atkins, settled charges with a private fund adviser regarding its valuation practices. This case involved conduct dating back to the early days of the COVID market dislocations, with the SEC finding that the adviser failed to adequately fair value loans it originated and later sold to private fund clients in principal transactions despite significant changes in markets caused by the pandemic.

United States: Dele-great!: CFTC Staff Allows CPO Delegation Structures to Remain Intact

Mar 02 2026

By: Sarah Riddell, Pablo Man, and Martina Sandoval Iriarte

As previously discussed in our client alert, the industry celebrated the no-action relief from registration as a commodity pool operator (CPO) (the Relief). The Relief, however, raised certain questions in connection with the Commodity Futures Trading Commission (CFTC) staff’s class delegation relief under CFTC No-Action Letter No. 14-126 (Letter 14-126), which requires that the “Designated CPO” to whom the non-registrant (i.e., the “Delegating CPO”) delegates CPO responsibilities be a registered CPO. In particular, the Relief called into question whether private fund general partners or boards of directors of offshore private funds, who are Delegating CPOs, would need to continue delegating CPO responsibilities to a registered CPO pursuant to Letter 14-126 or whether they could instead delegate these responsibilities to a registered investment adviser that relied on the Relief.

United States: Second Circuit Applies Loper Bright to Reject Reliance on SEC Definition of Investment Adviser in Enforcement Action

Feb 27 2026

By: Thoreau A. Bartmann, Theodore L. Kornobis, and Varu Chilakamarri

The SEC has long taken the position that the “expectation” of receiving profits can satisfy the “receipt of compensation” element needed to be an investment adviser. In an important new summary order, and one of the first applying Loper Bright to the SEC, the Second Circuit vacated Advisers Act liability after concluding that courts must independently construe the statutory definition of “investment adviser” rather than defer to the SEC’s interpretation. The decision has potential implications whenever the SEC relies on its own interpretations of the securities laws in enforcement proceedings.

United States: It’s Official-The SEC Issues a Revised Enforcement Manual for the First Time in Nearly a Decade

Feb 25 2026

By: Thoreau Bartmann, Theodore Kornobis, and Neil Smith

Understanding the SEC’s Revised Enforcement Manual

Understanding the SEC’s enforcement approach is critical for practitioners and regulated entities alike. One of the few public documents describing how the Division of Enforcement conducts its business is the Enforcement Manual, which provides guidance to staff on conducting investigations, engaging with parties, and resolving matters—including the Wells process and cooperation credit.

United States: But Wait, There’s More–Names Rule FAQ

Feb 20 2026

By: Thoreau A. Bartmann and Christine Mikhael

On 19 February 2026, the United States Securities and Exchange Commission (SEC) published additional FAQs regarding Rule 35d-1 of the Investment Company Act of 1940, as amended (Names Rule). As you may recall, the SEC adopted the Names Rule amendments in September 2023, extended the compliance date in March 2025, and have published multiple rounds of FAQs. In tandem with these new FAQs, the SEC has delayed compliance with certain N-PORT amendments that related to the Names Rule. More information on the N-PORT amendments can be found in our Blog Post.

United States: From Fast Track to Fine-Tuned: How the SEC’s New Form N-PORT Proposed Amendments Refine the Rules for Fund Reporting

Feb 20 2026

By: Thoreau A. Bartmann and Christine Mikhael

On 19 February 2026, the SEC proposed further amendments to Form N-PORT (2026 Proposal). In August 2024, the SEC adopted amendments to Form N-PORT that required more frequent and accelerated reporting for registered investment companies (the 2024 Amendments). The 2024 Amendments would have required registered investment companies to file monthly Form N-PORT reports within 30 days of month-end and would have required information related to the newly amended Investment Company Act Names Rule (Names Rule).

United States: Who Could Have Guessed? Multiple Sponsors File for Prediction Market Based ETFs

Feb 19 2026

By: Thoreau A. Bartmann, Todd S. Fishman, Kevin R. Gustafson, and Sarah V. Riddell

In the last week, multiple ETF sponsors filed for first-of-their-kind ETFs based on event contracts tied to political outcomes. These funds would invest in swaps referencing binary event contracts—or directly in the contracts themselves—tied to which party controls the House and Senate in 2026, and which party wins the 2028 Presidential Election.

United States: The Judge Speaks: The SEC’s New Enforcement Director Provides First Glimpse into Her Priorities

Feb 13 2026

By: Thoreau Bartmann, Lance Dial, Stephen Topetzes, and Meghan Flinn

Judge Margaret Ryan, the newly-appointed director of the Enforcement Division of the Securities and Exchange Commission (SEC) gave her first public remarks this week. Given the “new day” dawning at the SEC, many have been eager to hear her vison for the role of Enforcement at the SEC. Judge Ryan delivered!

United States: Saw This Coming: FINRA Proposes Rule Change to Permit Projected Performance

Feb 12 2026

By: Jessica D. Cohn, Lance C. Dial, and Derek N. Lacarrubba

Everyone wants to know what tomorrow will bring, and FINRA has proposed amendments to Rule 2210 (Proposed Amendments) that would give broker-dealers more flexibility to communicate exactly that – at least as it relates to projected performance and targeted returns. If adopted, the Proposed Amendments would more closely align FINRA Rule 2210 with the rule governing investment adviser marketing (the Marketing Rule).

United States: Predicting the Future of Prediction Markets

Jan 28 2026

By: Todd S. Fishman and Sarah V. Riddell

Prediction markets—once a niche for political mavens and crypto enthusiasts—are gaining traction as platforms become regulated entities and gamified tools attract a broader audience.

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