Private Fund Securities Law Exemptions: Accredited Investors, Qualified Purchasers, Subscription Limits and More
Navigating Exemptions Under the Investment Adviser, Securities, Exchange and Investment Company Acts
Recording of a 90-minute CLE webinar with Q&A
This CLE webinar will discuss the exemption provisions of the Investment Adviser Act, Securities Act, Exchange Act and Investment Company Act that are relevant to private equity funds and venture capital funds. The program will provide an in-depth analysis of each of the exemption requirements, as well as the pros and cons of seeking exemption from registration under these Acts.
- Securities Act of 1933
- Accredited investors
- General solicitation and general advertising
- Offerings Under Reg D
- Offshore offerings under Reg S
- Securities Exchange Act of 1934
- Issuer exemption from broker-dealer registration
- Investor limits
- Investment Company Act of 1940
- Qualified purchasers
- Less than 100 investors
- Funds owned exclusively by qualified purchasers
- Knowledgeable employees
- Investment Advisers Act of 1940
- Qualified clients
- Exempt reporting advisers
The panel will review these and other key issues:
- Why is it important for partners and employees of private funds to be exempt from broker-dealer registration?
- Who are “qualified purchasers” under the Investment Company Act exemption that requires funds to be owned exclusively by qualified purchasers?
- What benefits may fund managers enjoy by registering as investment advisers under the Investment Advisers Act?
Michael D. Belsley
Kirkland & Ellis
Mr. Belsley's practice involves structuring, negotiating and documenting complex business transactions, including... | Read More
Mr. Belsley's practice involves structuring, negotiating and documenting complex business transactions, including strategic and leveraged acquisitions, recapitalizations and divestitures, formation and governance of private equity funds (including primary investments in and secondary market sales of private equity fund interests), venture capital investments, mezzanine debt financings, equity financings and corporate governance matters. He regularly represents buyers and sellers, as well as market intermediaries, in their secondary market activities. His secondary market experience includes traditional portfolio sales, structured secondaries, synthetic secondaries, captive fund spin-outs, stapled secondary offerings, fund recapitalizations and restructurings, follow-on funding secondaries and orphaned asset sales in a variety of asset classes, including the venture capital, leveraged buy-out, special situations and real estate sectors. He also frequently represents both private equity fund sponsors and investors in private equity fund formations, fund-level restructurings and governance matters.Close
Ropes & Gray
Ms. Rail represents U.S. and international broker-dealers on various regulatory and securities law issues, including... | Read More
Ms. Rail represents U.S. and international broker-dealers on various regulatory and securities law issues, including firm and individual registration, FINRA compliance, trading, net capital, supervision and reporting, advertising and sales literature, product distribution, and regulatory inspection and examinations. She also counsels investment advisers on the structuring and distribution of their private investment products, compliance with Advisers Act requirements, and issues relating to securities ownership filings required under the Exchange Act. She also has significant experience negotiating prime brokerage and custody agreements on behalf of those investment advisers and their clients.Close