FINRA RN 11-29 June 17, 2011 FINRA published an FAQ to provide guidance to firms regarding the implementation of its new Rule 5131, governing the allocation and distribution of new issues. In particular, the guidance discusses Rule 5131(b), which prohibits "spinning," and Rule 5131(d)(4), which prohibits firms from accepting market orders for the purchase of shares in a new issue in the secondary market prior to beginning of trading in the new shares. Cross References FINRA Rule 5131 FINRA RN 10-60 (announcing approval of Rule 5131) SR-NASD-2003-140 (rulemaking to approve Rule 5131)

HM Treasury July 5, 2011 On July 5, 2011, HM Treasury published a consolidated version of FSMA Act 2000 and the draft Financial Services Bill which illustrates how proposals for the reform of the UK financial services sector will be incorporated into existing legislation. The draft Bill sets out the provisions that will implement the government's structural financial services reforms. These include the measures necessary to establish the new regulatory bodies: the Financial Policy Committee, the Prudential Regulation Authority and the Financial Conduct Authority. The government has announced

SEC Release No. IA-3221 June 22, 2011 Pursuant to § 410 of the Dodd-Frank Act, the SEC adopted rules to implement changes to the registration of investment advisers under the Advisers Act and pursuant to state law. For further detail on this action, please see the CWT Clients Friends Memo, SEC Adopts Dodd-Frank Act Investment Adviser Rules and Delays Implementation of Some Deadlines (June 27, 2011). Please contact any of the following Cadwalader attorneys if you have any questions about this item: Drew Chapman; [email protected] Dorothy Mehta; [email protected] Alan Parness; alan

SEC Release No. IA-3222 June 22, 2011 Pursuant to § 403 of the Dodd-Frank Act, the SEC adopted final rules under the Investment Advisers Act to implement exemptions from registration for certain privately offered investment funds. The new rules, among other things, (1) define "venture capital fund," (2) exempt registration advisers with less than $150 million under management, and (3) exempt from registration certain "foreign private advisers." For further detail on this action, please see the CWT Clients Friends Memo, SEC Adopts Dodd-Frank Act Investment Adviser Rules and Delays

SEC Release No. IA-3220 June 22, 2011 Pursuant to Section 409 of the Dodd-Frank Act, the SEC adopted final rules to exempt "family offices" from regulation under the Advisers Act. For further detail on this action, please see the CWT Clients Friends Memo, SEC Adopts Dodd-Frank Act Investment Adviser Rules and Delays Implementation of Some Deadlines (June 27, 2011). Please contact any of the following Cadwalader attorneys if you have any questions about this item: Drew Chapman; [email protected] Dorothy Mehta; [email protected] Alan Parness; [email protected] Cross References SEC