News 24 Jun. 2021
Curtis successfully defends foreign states' procedural privileges in the UK Supreme Court
News 23 Jun. 2021
Ibrahim Elsadig joins Curtis as Partner in Dubai
News 09 Aug. 2021
Curtis, Mallet-Prevost, Colt & Mosle enters into association with Chevalier Law in Singapore.
Event 23 Apr. 2021
Partner Borzu Sabahi to speak on Damages, Enforcement and Annulment of Arbitral Awards at Executive Training Program hosted by the Government of India and the Indian Institute of Foreign Trade
Client Alert 18 Oct. 2021
Senior Associate Martin Wolff Discusses Practical Questions with Regard to the German Implementation of the EU Directive on Cross-Border Tax Arrangements (DAC6) in Institutional Money
News 18 Oct. 2021
Jan Krupski Joins Curtis as a Partner in Frankfurt
News 15 Oct. 2021
Claudia Frutos-Peterson and Elisa Botero Ranked Among the Top 100 Female Lawyers in Latin America by Latinvex
News 13 Oct. 2021
Curtis Joins The Appellate Project to Promote Appellate Practice to Diverse Law Students
Client Alert 15 Oct. 2021
Recent change in Dubai’s Arbitration Landscape.
News 20 Sep. 2021
Curtis Successfully Defends the Sultanate of Oman and Oman Aluminium Rolling Company LLC in U.S. Department of Commerce Trade Case
Client Alert 05 Oct. 2021
Proposed Legislative Changes to Federal Estate, Gift and Trust Taxation
Publications 22 Sep. 2021
Client Alert 24 Jun. 2021
U.S. Insight: Update on Virtual Notarization (Executive Order 202.7) During the COVID-19 (Coronavirus) Pandemic (Updated: June 24, 2021)
U.S. Insight: Update on Virtual Witnessing (New York Executive Order 202.14) During The COVID-19 (Coronavirus) Pandemic (Updated: June 24, 2021)
Publications January 2009
On January 29, 2009, Senators Carl Levin (D Michigan) and Charles E. Grassley (R Iowa) introduced a bill referred to as the 'Hedge Fund Transparency Act' (the 'Act'), which proposes to revise the Investment Company Act of 1940, as amended (the '1940 Act'), to require funds now exempt from registration to register with the Securities and Exchange Commission (the 'SEC'). While targeting hedge funds, the Act will encompass all funds currently relying on an exclusion from the definition of 'investment company' pursuant to either Section 3(c)(1) (the '100-Investor Exclusion') or 3(c)(7) (the 'Qualified Purchaser Exclusion') of the 1940 Act. As proposed, funds will no longer be excluded from the definition of investment company but would rather be subject to newly added Sections 6(a)(6) and 6(a)(7) of the 1940 Act (together, the 'Exemptions'), which provide for further exemptions from the obligations under the 1940 Act and substantially mirror the provisions of the 100-Investor Exclusion and the Qualified Purchaser Exclusion, respectively. The Act will require the registration of funds formerly relying upon either the 100-Investor Exclusion or the Qualified Purchaser Exclusion, except for funds that have assets, or assets under management, of less than $50,000,000.
Large Investment Companies
Large investment companies with assets, or assets under management, of not less than $50,000,000 will now be required to comply with certain additional reporting requirements in order to avail themselves of the Exemptions. A large investment company will continue to be exempt only if that company (i) registers with the SEC, (ii) files an information form with the SEC, (iii) maintains such books and records as the SEC may require, and (iv) cooperates with any SEC examination or request for information. The information form must be filed electronically not less frequently than once every twelve (12) months and must include the following information:
The information form will be made available by the SEC to the public at no cost and in an electronic, searchable format. Thus, as currently written, the Act seems to require public disclosure of all investors in an investment fund.
Anti-Money Laundering Obligations
Further, the Act requires that an investment company relying on the Exemptions must establish an anti-money laundering program and must report suspicious transactions. This requirement will take effect one year after the date of enactment of the Act.
The full text of the Act is available at: http://levin.senate.gov/newsroom/supporting/2009/hedgefundsbill.012909.pdf
Carl A. Ruggiero