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On May 1, 2008, the California Department of Corporations ("the Department") announced that it is abandoning for the time being a proposal to require certain California investment advisers to register with the Department.

On February 15, 2012, the Securities and Exchange Commission ("SEC") adopted amendments to Rule 205-3 under the Investment Advisers Act of 1940 ("Advisers Act"), which permits SEC-registered investment advisers to charge performance-based fees to "qualified clients" under certain conditions.

Recently, the Securities and Exchange Commission ("SEC") announced that it is adopting amendments which will adjust certain dollar thresholds set forth in Rule 205-3 of the Investment Advisers Act of 1940 (the "Advisers Act"), the rule which permits investment advisers to charge a performance fee to "qualified clients."

With an estimated two trillion dollars controlled by sovereign wealth funds, investments in the United States by entities associated with foreign governments have been an increasing part of the M&A landscape.

The SEC denied no-action relief from broker-dealer registration to a U.S. based firm that proposed to market hedge funds to foreign institutional investors. The firm seeking relief indicated that "it would like to selectively market interests in offshore hedge fund(s) to foreign institutional investors . . . all located outside the United States . . . and would be compensated by the GP (general partner) of the offshore fund(s) . . . from a portion of the GP’s management and incentive fees."

In <I>Farmer Bros. Co. v. Franchise Tax Board</I>, 103 Cal. App. 4<SUP>th</SUP> 976 (2003), the California Court of Appeal recently held that California Revenue and Taxation (RTC) § 24402, which allows a dividend received deduction for dividends received from certain corporations doing business in California, is unconstitutional under the Commerce Clause.

On March 15, the California Department of Corporations (the "DOC") released an invitation for comment on a proposal (the "Proposal") to amend the existing rules governing certain exemptions from California’s investment adviser licensing requirements to reflect changes to the federal statutory and regulatory scheme.

The Internal Revenue Service (IRS) has issued the first round of guidance regarding the tax credit for carbon oxide sequestration under Internal Revenue Code Section 45Q.

On February 17, 2009, President Obama signed into law the American Recovery and Reinvestment Act of 2009 (the “Act”).

On December 1, 2006, the IRS issued Notice 2006-107 providing guidance on the investment diversification requirements applicable to publicly traded employer securities held by defined contribution plans. The Pension Protection Act of 2006 (the Act) requires that defined contribution plans other than certain ESOPs provide applicable participants the right to divest publicly traded employer securities in their accounts and to reinvest those amounts in certain diversified investments.

Owners of some US power plants — called "qualifying facilities" or "QFs" — will have to make rate filings with the federal government under new rules issued by the Federal Energy Regulatory Commission on February 2.

The unprecedented level of liquidity in the financial markets has permitted companies to issue public debt securities utilizing "covenant lite" indentures. There has also been a revival of "issuer option" coupons (now known as "PIK toggle" notes).

Some municipal advisers and their counsel believe that the SEC's temporary rule requiring municipal advisers to register (Rule 15Ba2-6T under the Securities Exchange Act of 1934) lacks clarity and needs to be amended.

On November 30, 2018, the Southern District of New York issued an opinion reaffirming the long-standing rule that traders cannot be found liable for illegal market manipulation when their trading was motivated by ...

On October 24, 2007, the Department of Labor published final regulations on "qualified default investment alternatives" ("QDIAs") for 401(k) type retirement plans.

Managers that rely on the exemption for qualified professional asset managers, or the "QPAM Exemption," should be aware of certain amendments published by the Department of Labor on August 23, 2005 changing the conditions and scope of the exemption.

The Securities and Exchange Commission recently published proposed amendments to Rule 105 of Regulation M of the Securities Exchange Act of 1934. Rule 105 prohibits a person from covering a short sale with securities purchased in a follow-on or secondary public offering, if such person sold short within five business days prior to the pricing (or, if shorter, during the period beginning with the filing of the registration statement and ending with the pricing).