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SEC Adopts Form PF at SEC Meeting

October 26, 2011, the SEC adopted a rule requiring advisers to hedge funds and other private funds to report information for use by the Financial Stability Oversight Council in monitoring risk to the U.S. financial system. The new Advisers Act requires investment advisers registered with the SEC that advise one or more private funds to file Form PF with the SEC. The final rule and Form PF were adopted with noteworthy changes from their proposed forms. Specifically, the final rule excludes from the reporting requirements advisers to private funds who manage in the aggregate less than $150 million in assets.

In addition, the final rule treats advisers to private equity funds differently from advisers to hedge funds and liquidity funds. Advisers to hedge funds and liquidity funds with at least $1.5 billion in assets are subject to heightened reporting and must report within 60 days (extended from 15) of the end of each quarter. Advisers to private equity funds generally will need to report less information and those advising at least $2 billion in assts are subject to heightened reporting. Advisers to private equity funds and other small advisers must report within 120 days (extended from 90) on only an annual basis. The final rule and Form PF is expected to be released soon on the SEC website.

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About this Author


Ms. Durham has experience on both the legal and business sides of derivatives, private funds, complex financing transactions, and structured products. Prior to joining Greenberg, she was an investment banker and Head of Structured Equity Products at BNP Paribas where she concentrated on structuring equity financing and equity derivative transactions for corporations and hedge funds. Prior to BNP, she was a partner in the Corporate Dept. at the law firm of Weil, Gotshal & Manges LLP.

Ms. Durham has been involved as both a lawyer and...

Carl Fornaris, Greenberg Traurig Law Firm, Miami and Washington DC, Finance and Corporate Law Attorney

Carl A. Fornaris is an attorney in firm's Financial Regulatory and Compliance Practice. With 24 years of legal experience, Carl advises banks and their holding companies, investment advisers, securities broker dealers, gaming firms, money services businesses and other financial institutions on all aspects of their business. These include  licensing, capital-raising transactions, acquisitions and divestitures, USA PATRIOT Act/BSA/AML compliance and OFAC sanctions programs (including permissible financial activities in Cuba), critical examination reports and enforcement proceedings, Dodd-Frank Act compliance (including Volcker Rule implementation), new products and FATCA. Throughout his career, Carl has counseled clients in their dealings with the Federal Reserve, OCC, FDIC, FinCEN, SEC, FINRA, Florida Office of Financial Regulation, New York Department of Financial Services and other state supervisory authorities.

Carl is also active representing lenders and credit parties in financing transactions, particularly credits to non-U.S. loan parties, asset-based credits, acquisition financing and stand-by letters of credit.

Carl is a past General Counsel of the Florida International Bankers Association and sits on its Board of Directors. Previously, he served as Head of Legal and Compliance for the Latin America region of Barclays Bank PLC, with responsibility for managing legal and compliance matters throughout the region. Carl is an adjunct professor in the Business Law Department of the University of Miami. He began his legal career in Washington, D.C. with an international law firm.