September 26, 2022

Volume XII, Number 269


September 23, 2022

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Financial Markets and Funds Quick Take | Issue 4

SEC Adopts New Electronic Filing Requirements for Institutional Investment Managers and Advisers; Amendments to Form 13F

The Securities and Exchange Commission (SEC) has adopted amendments requiring investment advisers, institutional investment managers and other entities to file or submit certain documents electronically. The SEC also is amending Form 13F — the reporting document filed by institutional investment managers pursuant to Section 13(f) of the Securities Exchange Act of 1934 — to require filers to provide additional identifying information and to modernize the structure of data reporting.

The new rules and form amendments will be effective 60 days after publication in the Federal Register, with the exception of the amendments to Form 13F, which will be effective on January 3, 2023. Read the SEC’s final rule.

A Closer Look: SEC Proposes Additional ESG Disclosure Requirements for Regulated Funds and Related Expansion of Investment Company Act “Names Rule”

The Securities and Exchange Commission (SEC) recently proposed two sets of rule amendments impacting BDCs and registered investment companies that utilize Environmental, Social, or Governance (ESG) factors as part of their investment strategies.

The first set of proposed amendments would require business development companies (BDCs), registered investment companies and their investment advisers to include additional disclosure in their SEC filings depending on the extent to which ESG factors play a role in their investment decision-making processes. The second set of proposed amendments would, among other things, subject BDCs and registered investment companies that include ESG-related language in their names to additional disclosure requirements.

The proposed amendments are only part of the SEC’s recent activity in the ESG space, and signal a need for BDCs, registered investment companies and investment advisers to evaluate how the SEC’s focus on ESG may impact their investment strategies, operations and disclosure going forward.The comment period for the proposed amendments will remain open for 60 days after publication in the Federal Register. Read about the SEC’s proposal.

Significant Changes to Chicago’s Sexual Harassment Laws for Employers Are Now in Effect

Effective July 1, Chicago amended the city’s sexual harassment laws adding, among other things, significant sexual harassment prevention requirements for employers, including new employer policy, notice, and training obligations; expanded recordkeeping requirements; and stricter penalties for violations. Compared to the Chicago ordinance, the Illinois Human Rights Act (IHRA) only requires that Illinois employers provide annual sexual harassment prevention training to employees, among other requirements. While the Chicago ordinance and IHRA overlap in some ways, the ordinance imposes several requirements that may not be satisfied by IHRA compliance.

  1. The Chicago ordinance requires all Chicago employers to implement a written policy on sexual harassment prevention, while the IHRA only requires bars and restaurants to implement such written policies. The ordinance’s written policy requirements differ from the IHRA’s requirements.

  2. The Chicago ordinance enacts more robust training requirements than the IHRA. All employees must participate in a minimum of one hour of sexual harassment prevention training. Supervisors or managers must participate in a minimum of two hours of sexual harassment prevention training. All employees must participate in one hour of bystander training.

  3. The Chicago ordinance imposes notice and recordkeeping obligations, while the IHRA generally does not. Violations of the written policy, notice, or recordkeeping requirements will result in fines ranging between $500 and $1,000 per day per offense.

Lance A. Zinman also contributed to this article.

©2022 Katten Muchin Rosenman LLPNational Law Review, Volume XII, Number 200

About this Author

Wendy E. Cohen, Financial Services Lawyer, Katten Muchin Law firm

Wendy E. Cohen represents investment managers and other sponsors of domestic and offshore securities and commodities hedge funds, funds of funds and other public and private pooled investment vehicles, as well as their service providers, including their managers, brokers, financial intermediaries and other financial institutions, and investment professionals. She provides advice on all corporate and related matters facing investment funds, including structure and organization, ongoing operations, restructuring and dissolution.

Having practiced for...

Gary DeWaal, Securities Attorney, Katten Law Firm, New York
Special Counsel

Gary DeWaal focuses his practice on financial services regulatory matters. He counsels clients on the application of evolving regulatory requirements to existing businesses and structuring more effective compliance programs, as well as assists in defending and resolving regulatory disciplinary actions and enforcement matters. Gary also advises buy-side and sell-side clients, as well as trading facilities and clearing houses, on the developing laws and regulations related to cryptocurrencies and digital tokens.

Previously, Gary was a senior...

Stephen R. Morris New York Finance Attorney Katten

Stephen R. Morris is a Partner at Katten's New York office. With deep experience as in-house counsel at a leading multinational financial institution and as a trial attorney with the Commodity Futures Trading Commission (CFTC), Stephen Morris understands the business goals of his clients and the regulatory challenges they face.

The regulatory environment surrounding futures and derivatives is constantly evolving. Stephen is well-versed in this sector and is a trusted advisor to clients with needs ranging from routine documentation matters to...

Christopher T. Shannon Financial Transactions Attorney Katten Chicago
Partner and Chair, Financial Transactions and Trading

Christopher Shannon represents private equity funds, hedge funds, proprietary trading firms and broker-dealers in a broad range of transactional and corporate matters.

Advising on acquisitions, investments and financings

Chris advises both public and private companies in complex transactions including M&A, divestitures, leveraged buyouts, private equity and venture capital investments, recapitalizations, and private financings. He also guides clients through complex transactions involving broker-dealers and proprietary trading firms.

In addition to his...

Robert Weiss, Katten Muchin, Hedge Fund lawyer,

Robert Weiss focuses his practice on a variety of hedge fund, fund-of-funds and corporate-related matters. He regularly advises banks, financial institutions and investment funds with respect to hedge fund and other lending and leverage transactions, including those involving total return swaps, call options and other structured products. He also counsels and represents numerous domestic and offshore hedge funds, fund-of-funds, managed account platforms, commodity pools, family offices and investment managers on an ongoing basis.

Robert has...