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Registered Investment Companies

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Registered Investment Companies

We are acutely aware of the specific challenges facing sponsors of registered investment companies. We handle formation of open-end mutual funds, business development companies, closed-end funds, exchange-traded funds, and other registered investment companies. We leverage our depth of expertise working with investment managers and sponsors to deliver a solution that is streamlined and cost-effective.

Our registered investment company practice assists sponsors of various registered investment vehicles throughout the life-cycle of these funds. We routinely act as counsel to start-up mutual funds and other registered investment companies. Additionally, we can serve as ongoing counsel to handle legal needs throughout the operating cycle.

We provide the following services in connection with the formation and operation of registered investment companies:

  • Organization of entities
  • Negotiation and documentation of agreements with service providers, including investment advisors, custodians, transfer agents, fund accountants, fund administrators, and shareholder servicing agents
  • Handling federal and state registrations, including preparation of prospectuses, registration statements, and post-effective amendments, and review of annual and semi-annual reports and other periodic SEC filings
  • Presentation at the organizational board meeting on all required start-up procedures and attendance at regular meetings of the boards of directors
  • Attendance at annual or special meetings of shareholders and preparation of proxy statements
  • Review of advertising and marketing materials, including websites and performance disclosures
  • Advice on distribution of investment products and financing of distribution, including 12b-1 plans and related agreements, mutual fund marketplaces, supermarkets, alliances and networking arrangements
  • Assistance with SEC examinations, deficiency letters, and administrative actions
  • Advice on general compliance and legal issues arising under the Investment Company Act of 1940, the Securities Act of 1933, and other federal and state laws, including privacy laws and the Sarbanes-Oxley Act
  • Advice to fund boards of directors, including advice to outside directors on board responsibilities, including monitoring affiliated transactions, valuation and pricing of shares, code of ethics violations, and approval of advisory agreements
  • Preparation of SEC exemptive applications and no-action requests
  • Reorganizations, mergers, and acquisitions of registered investment fund complexes and asset management firms
  • Advice on financial institution involvement in mutual funds and other registered investment companies, including common and collective trust fund conversions

 


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