OCIE 2016 Exam Priorities: Retail Investors, Market-wide Risks and Data Analytics

The Office of Compliance Inspections and Examinations (OCIE) of the U.S. Securities and Exchange Commission (SEC) on January 11, 2016 announced its examination priorities for this year, which “address issues across a variety of financial institutions, including investment advisers, investment companies, broker-dealers, transfer agents, [and] clearing agencies.” The priorities, as in 2015, focus on the following: protecting retail investors and investors saving for retirement; assessing market-wide risks; and using data analytics to identify elevated risk profiles and signal potential illegal activity.

In a separate letter, OCIE identified its priorities for the national securities exchanges.

Read more here: SEC 2016 Examination Priorities Focus on Retail Investors, Market-wide Risks and Data Analytics

Proposed SEC Rule Governing Derivatives and Short Sales

On Dec. 11, 2015, the Securities and Exchange Commission (the “SEC”) issued a release proposing the adoption of new Rule 18f-4 under the Investment Company Act of 1940 (the “1940 Act”). The proposed rule, if adopted as proposed, will establish new limitations on the use of derivatives by registered investment companies and business development companies (collectively, “regulated funds”). It will also regulate other trading practices of such funds (including short sales of securities) that are deemed to involve the issuance of “senior securities.” Hedge funds and other private investment funds will not be subject to the rule.

Read more here: SEC Proposes Rule Governing the Use of Derivatives and Short Sales

Kenneth J. Berman – Contributor

Kenneth Berman, a member of the Investment Management Group, focuses his practice on providing regulatory and compliance advice to financial services firms, particularly investment advisers and sponsors of mutual funds, private equity funds and other pooled investment vehicles. Mr. Berman also counsels mutual fund independent directors and advises operating companies concerning status issues they may face under the Investment Company Act of 1940. He is recognized as a leading lawyer by Chambers USA (2009-2016), where clients note that he is an “impressive” and “great” lawyer who offers “invaluable support throughout the decision-making process.” Mr. Berman is also recommended by The Legal 500 US (2012-2016).

Prior to joining Debevoise, Mr. Berman was Associate Director of the Securities and Exchange Commission’s Division of Investment Management, where he oversaw the division offices responsible for processing applications for exemptive relief under the Investment Company Act and administering the Public Utility Holding Company Act of 1935. He joined the SEC staff in 1988 after several years of private practice. Before becoming Associate Director in 1997, Mr. Berman was Assistant Director of the Division’s Office of Regulatory Policy.

Mr Berman is the co-author of numerous articles, including “What Will The “Eyes And Ears” Of The SEC Choose To See And Hear This Year? OCIE Announces Examination Priorities For 2015,” Vol. 16 No.2, Journal of Investment Compliance, (July, 2015); “Expense Allocation: The SEC Brings Down The Hammer,” Vol. 16 No. 1, Journal of Investment Compliance(May, 2015); “SEC Settles First “Pay-To-Play” Enforcement Action,” Financial Fraud Law Report (October, 2014); “Debevoise & Plimpton Discusses JOBS Act General Solicitations,” The CLS Blue Sky Blog (September, 2014); “Debevoise & Plimpton Discusses Treatment of Special Purposes Vehicles under the Advisers Act,” The CLS Blue Sky Blog (August, 2014); “Good News on ‘Bad Actors’,” PE Manager (March, 2014); “A Touch of Solace for Broker-Dealer Compliance Personnel,” Law360 (November, 2013); “Debevoise & Plimpton Discusses SEC’s Guidance on Supervisory Liability for a Broker-Dealer’s Compliance and Legal Personnel,” The CLS Blue Sky Blog (November, 2013); “Time For Private Equity To Focus On Form PF,” The Deal (June, 2012); “International Survey of Investment Adviser Regulation,” Wolters Kluwer(June, 2012) and “SEC Risk Alert Discusses When Social Media Interactions May Constitute Prohibited Hedge Fund Client Testimonials,” The Hedge Fund Law Report (April, 2012).

Mr. Berman is a frequent speaker at conferences relating to investment company and investment adviser issues. He is a member of the Committee on Investment Management Regulation of the Association of the Bar of the City of New York and served as Chair of that Committee from 2009 to 2012. Mr. Berman is also a member of the American Bar Association (Subcommittee on Investment Companies and Investment Advisers, Subcommittee on Private Investment Entities) and the District of Columbia Bar. Mr. Berman is also an adjunct professor of law in Georgetown University’s LLM program.

Mr. Berman received his J.D. from the University of Chicago Law School, where he was a member of the Law Review, and his B.A. from Dickinson College, where he was elected to Phi Beta Kappa.

Education

-University of Chicago Law School, 1979, J.D.

-Dickinson College, 1976, B.A.

Bar Admissions

-New York

-District of Columbia

Website

David F. Freeman, Jr. – Contributor

David Freeman is head of the firm’s Financial Services practice group. He represents financial institutions, investment managers, and broker-dealers on banking and securities regulatory issues, legislation, mergers and acquisitions, private investment funds, and new product development and documentation. As part of his practice, Mr. Freeman advises domestic and foreign banks, investment management firms, and broker-dealers on compliance with state and federal banking and securities laws, federal commodities laws, and SRO rules.

 

Website

Benjamin T. Marzouk – Contributor

Ben Marzouk is a financial services attorney who advises broker-dealers and investment advisers on compliance with federal and state securities laws, including Securities and Exchange Commission (SEC) and Financial Industry Regulatory Authority (FINRA) rules and regulations. Ben represents registered investment companies and investment funds in regulatory matters and helps clients navigate the complex rules governing capital-raising activities, as well as public and private securities offerings.

With a deep knowledge of the financial services industry, Ben’s regulatory experience also extends to anti-money laundering compliance, crowdfunding, and corporate mergers and acquisitions. Ben also advises broker-dealers and other financial services intermediaries on the distribution of a wide variety of investment products, such as equity stocks, corporate and municipal bonds, mutual funds, insurance contracts, variable annuities, and other alternative investment products.

Before joining Sutherland as an associate, Ben participated in the firm’s Summer Associate program in 2010 where he assisted primarily with financial services matters. He previously worked as an analyst for a global consulting firm where he conducted an analysis as part of a large-scale restructuring of the United States Army’s financial branch.

Awards and Rankings

Named to the  DC Bar Pro Bono Honor Roll (2013-2015)

Selected for inclusion in Washington, D.C., Super Lawyer® “Rising Stars” (2016)

Professional Activities

Member, ABA Business Law Section
Member, Business Development Committee, DC Bar’s Law Practice Management Section

Website