David W. Blass, Chief Counsel of the SEC Division of Trading and Markets, delivered a speech discussing when a firm or individual is required to register with the SEC as a broker-dealer, with particular application to private funds. David Blass discussed two broker-dealer issues relevant to funds: (i) are the fund's employees who talk to potential new investors in the fund effectively acting as securities "brokers" who should be registered as such (or affiliated with a firm that is registered as such) (the "Marketing Issue"); and (ii) in the private equity/venture world, is an advisor who puts

The SEC approved amendments to MSRB Rules G-32 and G-34, effective May 6, 2013. The amendments will streamline how underwriters submit data in connection with primary offerings and obviate the need for duplicate submissions by integrating New Issue Information Dissemination Service ("NIIDS") with the Electronic Municipal Market Access System ("EMMA"). Other changes include: the creation of certain recordkeeping requirements under Rule G-8, the revision of submission deadlines, the incorporation of certain elements of NIIDS into the EMMA website, and the elimination of language describing

The CFTC has approved final regulations governing dual and multiple associations of associated persons ("APs") of swap dealers ("SDs"), major swap participants ("MSPs") and other CFTC registrants ( e.g., FCMs, IBs, CPOs and CTAs). The regulations provide that each SD, MSP and other CFTC registrant with whom an AP is associated is required to supervise the AP and is jointly and severally responsible for the activities of the AP with respect to customers common to it and any other SD, MSP or other CFTC registrant. This rule is based on the CFTC's current rule governing APs associated with more

SEC Chairman Elisse Walter delivered remarks at the American Bar Association Spring Meeting in Washington, D.C., discussing her approach to the cross-border regulation of derivatives. Chairman Walter posited that there were four potential approaches that the SEC could take to the cross-border regulation of swaps. First, the SEC could simply allow non-U.S. swap dealers to do business in the United States only subject to their own home country legal requirements. Second, the SEC could subject non-U.S. swap dealers to the full body of U.S. regulation. Third, the SEC could allow non-U.S. swap

The Government Accountability Office ("GAO") released a report identifying deficiencies in the SEC's internal controls and accounts procedures. The report noted significant deficiencies in the SEC's reporting controls over (1) budgetary resources and (2) property and equipment transactions. While neither of the deficiencies materially affected the SEC's FYE 2012 financial statements, the GAO proposed remedial measures to prevent further misstatements. Additionally, the GAO found less significant control deficiencies concerning: (1) information security, (2) accounts payable accrual methodology