1 For 3 Million Reverse Split Fraud Claim Survives Motion To Dismiss
Nancy Wojtas at Cooley LLP alerted me to an interesting ruling case decided last week by the U.S. District Court for the Eastern District of New York, Gardner v. Major Auto. Cos., 2012 U.S. Dist. LEXIS 118191 (E.D. N.Y. Aug. 21, 2012). According to a complaint, Bruce Bendell was the Chairman, Chief Executive Officer, and Chief Financial Officer of Major Automotive Read more...
Department Of Corporations Extends Emergency Rule
Yesterday, the California Corporations Commissioner Jan Owen gave notice that she will file on April 4, 2012 an emergency regulation extending the effectiveness of Rule 260.204.9 of Title 10 of the California Code of Regulations. Rule 260.204.9 currently exempts from registration investment advisers who are deemed “private advisers.” This emergency regulatory action will become effective on April 17, 2012, the same day as the expiration Read more...
Two Important Comment Letters Submitted
Private Fund Advisers Yesterday marked the end of the comment period with respect to the Commissioner’s proposed amendments to Rule 260.204.9. These rule amendments are critical to advisers of private funds, including venture capital and private equity funds. Because venture capital and other private funds are crucial financing sources for California businesses and real estate development, the rule amendments could Read more...
Court Rules That Section 25400 Requires That Manipulative Conduct Occur Within California
Overstock.com, Inc. filed a lawsuit in the San Francisco Superior Court alleging that various investment firms had caused the price of its shares to decline by manipulating the securities markets. Earlier this week, Judge John E. Munter granted summary judgment to four of the defendants. Overstock.com, Inc. v. Morgan Stanley & Co., Inc., Superior Court Case No. CGC-07-460147 (Jan. 10, 2012). Read more...
Department Of Corporations News For The New Year
New General Counsel For the Department of Corporations, the new year begins with a new Commissioner, Jan Owen (see Welcome to Jan Owen, California’s Newest Commissioner of Corporations!). In December, Governor Jerry Brown also appointed John R. Hanna as General Counsel. Mr. Hanna is an Orange County attorney. Since 1998, he has served as a member of the Board of Read more...
Commissioner Proposes Successor To Rule 260.204.9
With the enactment of the National Securities Markets Improvement Act of 1996, Congress divided registration authority over investment advisers between the Securities and Exchange Commission and state securities regulators. In general, large advisers (i.e., those with at least $25 million in assets under management) were required to register with the SEC and smaller advisers were subject to state registration. Fund advisers, however, Read more...
SEC Slays Redwoods At Fearsome Pace
Yesterday, was a big day for both the regulated and the unregulated adviser industry. “The very rich are different from you and me . . . they have more money” The Securities and Exchange Commission adopted its final “family office” rules. According to the SEC, “family offices” are established by wealthy families to manage their riches, plan for the future and Read more...
Commissioner Takes Emergency Action To Put More Time On The Clock For Rule 260.204.9
Yesterday, Commissioner Preston DuFauchard started the process for adding six months to the lifespan of Rule 260.204.9. The Commissioner took this action in light of the imminent expiration of the “private adviser” exemption set forth in Section 203(b)(3) of the Investment Advisers Act of 1940. The Dodd-Frank Act eliminates this exemption effective July 21, 2011. SEC To Adopt Final Invest Adviser Act Rules The Securities Read more...
Commissioner Announces Action To Alleviate Exempt Adviser Uncertainty
This afternoon, Commissioner Preston DuFauchard released this letter regarding the upcoming demise of the federal private adviser exemption (Section 203(b)(3) of the Investment Adviser Act of 1940). The Commissioner’s letter is in response to concerns about the continued viability of Rule 260.204.9 which explicitly refers to Section 203(b)(3). Essentially, the Commissioner is announcing that he will be issuing emergency regulations to preserve the status Read more...
Commissioner Previews Potential Private Fund Adviser Rule Changes
If you’re reading this blog, then you had a better Ides of March than Julius Caesar did in 44 B.C.E. In this March 5 post, I reported that the Commissioner of Corporations would be seeking comments on proposed amendments to Rule 260.204.9. Yesterday, the Commissioner issued this Invitation for Comments. As discussed in several earlier posts, Rule 260.204.9 must be amended Read more...
