Private equity securities: A compliance update for broker‐dealers and investment advisers

Abstract

In the late 1990s, the market for private equity securities (hereinafter “private equity market”) was booming. From quarter to quarter, the number of venture capital deals and the amount invested rose dramatically. Certainly, much of this attention and excitement resulted from the extraordinary market gains experienced by some investors in private equity securities (hereinafter “private equities”). For example, in a book published in 2000, Randall E. Stross described a private equity investment that grew in value by 100,000 percent in less than two years. Today, the extraordinary gains of the late 1990s have subsided. Indeed, some commentators now describe market conditions as a “brutal hit.” The number of deals and the dollars invested are down, and as one commentator put it, there has been an “exodus of momentum investors.” Nonetheless, private equities remain an important alternative investment. Private equities also remain an important compliance area for broker‐dealers and investment advisers. This article reviews some of the compliance issues that could arise in the current environment. Specifically, it focuses on the types of issues that are likely to arise during an examination by the staff of the Securities and Exchange Commission (“SEC” or “Commission”). The article begins with a quick summary of the circumstances under which SEC examiners review broker‐dealers’ and investment advisers’ activities in the private equity market. Next it reviews recent SEC enforcement actions involving private equities and some of the compliance lessons that can be drawn from the cases. Finally, it discusses an examination initiative relating to private equities that the SEC currently has underway. It concludes that private equities remain an important compliance area and an important focus of the SEC’s examination program.

Citation

Walsh, J.H. (2003), "Private equity securities: A compliance update for broker‐dealers and investment advisers", Journal of Investment Compliance, Vol. 4 No. 1, pp. 26-32. https://doi.org/10.1108/15285810310812979