[18475]
January 28, 2005
TO: CLOSED-END INVESTMENT COMPANY COMMITTEE No. 5-05
INVESTMENT ADVISERS COMMITTEE No. 5-05
SEC RULES COMMITTEE No. 9-05
SMALL FUNDS COMMITTEE No. 2-05
UNIT INVESTMENT TRUST COMMITTEE No. 1-05
RE: SEC SEMI-ANNUAL REGULATORY AGENDA
Last month, the Securities and Exchange Commission published its semi-annual agenda
of rulemaking actions.* Division of Investment Management items are listed on Federal Register
pages 74261-62 and summarized on pages 74268-76, copies of which are attached. Set forth
below is a summary of changes in the Division’s agenda since the last semi-annual agenda was
published.
A. The following item has been reclassified from “Final Rule Stage” to “Proposed Rule
Stage”:
1. Interagency Proposal to Consider Alternative Forms of Privacy Notices Under
the Gramm-Leach-Bliley Act (requesting comment on whether the Commission
and other financial regulators should consider amending the regulations that
implement the privacy provisions of the Gramm-Leach-Bliley Act to allow or
require financial institutions to provide alternative types of privacy notices that
would be easier for consumers to understand) (p. 74269).
B. The following items have been added to “Proposed Rule Stage”:
1. Expanding the Definition of “Eligible Portfolio Company” for Business
Development Companies (proposing new rules to modernize the Investment
Company Act definition of “eligible portfolio company” and to permit business
development companies to make follow-on investments in certain companies
that no longer meet that definition) (p. 74269).
2. Exemption of Holding Companies Which are Intrastate or Predominantly
Operating Companies (proposing form amendments under the Public Utility
* See SEC Release Nos. IC-26621, IA-2306 (Sept. 24, 2004); 69 Fed. Reg. 74260 (Dec. 13, 2004).
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Holding Company Act (“PUHCA”) to determine the exempt status of certain
holding companies) (p. 74270).
C. The following items have been reclassified from “Proposed Rule Stage” to “Long-
Term Actions”:
1. Books and Records to be Maintained by Investment Advisers (proposing to
update the books and records requirements for investment advisers) (p. 74274).
2. Amendments to the Cash Solicitation Rule (proposing revisions to the cash
solicitation rule) (p. 74274).
D. The following items have been reclassified from “Proposed Rule Stage” to “Final
Rule Stage”:
1. Registration Under the Advisers Act of Certain Hedge Fund Advisers (proposing
requiring registration under the Investment Advisers Act of certain advisers to
hedge funds) (p. 74271).
2. Privacy of Consumer Financial Information (proposing amendments to
Regulation S-P to implement sections 214 and 216 of the Fair and Accurate Credit
Transactions Act of 2003) (p. 74273).
3. Certain Thrift Institutions Deemed Not to Be Investment Advisers (proposing to
exempt from the definition of investment adviser thrift institutions that provide
investment advice to certain clients) (p. 74271).
E. The following item has been reclassified from “Long-Term Actions” to “Final Rule
Stage”:
1. Exemption for Certain Acquisitions of Foreign Utility Companies; Subsidiaries
Authorized to Perform Services or Construction or to Sell Goods (proposing new
rules and amendments under PUHCA that would, among other things, provide
a safe harbor for certain acquisitions of foreign utility companies by a registered
holding company) (p. 74273).
F. The following items have been reclassified from “Final Rule Stage” to “Completed
Actions”:
1. Investment Adviser Codes of Ethics (adopting new Rule 204A-1 under the
Advisers Act to require investment advisers to establish, maintain, and enforce
written codes of ethics; adopting conforming amendments to related rules under
the Advisers Act and to Rule 17j-1 under the Investment Company Act) (pp.
74274-75).
2. Disclosure Regarding Approval of Investment Advisory Contracts by Directors
of Investment Companies (adopting amendments to improve disclosure of how
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fund directors evaluate and approve the continuance of existing investment
advisory contracts) (p. 74275).
3. Disclosure of Breakpoint Discounts by Mutual Funds (adopting form
amendments requiring improved disclosure in mutual fund prospectuses
regarding “breakpoint” discounts on front-end sales loads) (p. 74275).
4. Prohibitions on the Use of Brokerage Commissions to Finance Distribution
(adopting an amendment to Rule 12b-1 under the Investment Company Act to
prohibit mutual funds from using brokerage commissions to pay for the
distribution of fund shares) (p. 74275).
5. Investment Company Governance (amending certain exemptive rules under the
Investment Company Act to require registered investment companies to satisfy
enhanced fund governance standards to be able to rely on those rules; amending
a recordkeeping rule under the Investment Company Act to require each fund to
retain materials that the fund board considers in approving the fund’s advisory
contracts) (pp. 74275-76).
G. The following item has been reclassified from “Proposed Rule Stage” to “Completed
Actions” and withdrawn from the Commission’s agenda:
1. Principal Transactions with Investment Advisory Clients (p. 74274).
Rachel H. Graham
Assistant Counsel
Attachment (in .pdf format)