Introduction The Corporate Transparency Act (the “CTA”) is a new federal law that went into effect on January 1, 2024 (the “Effective Date”) and requires certain entities (a “Reporting Company”) to file a report (a “BOI Report”) with the Financial Crimes Enforcement Network (“FinCEN”) disclosing, among other things, beneficial ownership information (including names, dates of birth, residential addresses, and passport details) of individuals who either own or substantially control these entities. A willful failure to timely comply with the reporting requirements can result in civil and criminal ..read more

Overview of the Legal Process to Tokenize a Hedge Fund By Bart Mallon, with Malhar Oza As the digital asset industry continues to evolve, we see more use cases for tokenization, including tokenization of private investment funds like hedge, VC and PE funds.  While currently we see more examples of tokenizing various real world assets (RWAs) such as investments in real estate, many groups are now choosing to tokenize private investment funds for a variety of new and innovative reasons.   This blog post is intended to provide information about the legal and operational processes t ..read more

December 18, 2023 Clients, Friends, and Associates: As we near the end of 2023, we have highlighted some recent industry developments that will likely impact many of our clients. We have also developed a checklist to help managers effectively oversee the business and regulatory landscape for the coming year. While we strive to present an informative, albeit brief, overview of these topics, we are also available should you have any related questions. This update includes the following: CFM Items Q4 Matters Annual Compliance & Other Items Annual Fund Matters Annual Management Company Matter ..read more

July 20, 2023 Clients, Friends, and Associates: As we end the second quarter and enter the summer season, we would like to highlight recent industry news that we found to be both interesting and impactful. While we try to summarize these topics at a higher level, please feel free to explore the links included and reach out to us if you have any related questions.   **** CFM Items We are excited to announce that Cole-Frieman & Mallon LLP has added more expertise to its already stellar team. First, we welcome back Lilly Palmer as a Partner, whose extensive digital asset experience ..read more

Mark your calendar! CoinAlts presents the annual Fund Symposium on October 26, 2023, in San Francisco. Founded in 2017, this premier event brings together the digital asset community to address investment, legal, and operational issues specifically relevant to private fund managers. Premier sponsor industry leaders Cole-Frieman & Mallon LLP, MG Stover LLC, Harneys, and KPMG are dedicated to supporting fund managers in the digital asset space. The Fund Symposium is a must-attend gathering for industry professionals, providing unparalleled insights and networking opportunities. Join us for e ..read more

Recently, there seems to be a substantial uptick in manager demand to launch hedge funds that primarily invest in off-exchange forex transactions with retail customers (such transactions, “Retail Forex”). Retail Forex differs from traditional exchange-traded foreign currency futures (e.g., CME Swiss Franc or Japanese Yen futures) in that the trading does not take place on an “organized exchange” (such as the CME, CBOT or other board of trade), but rather occurs on specialized electronic venues that are registered as a futures commission merchant (“FCM”) or a retail foreign exchange dealer (“RF ..read more

April 20, 2023 Clients, Friends, and Associates: As we end the first quarter and enter the spring season, we would like to highlight some of the recent industry updates and occurrences we found to be both interesting and impactful. While we try to keep these topics at a higher level, please feel free to explore the links included and reach out to us if you have any related questions. **** CFM Items We are pleased to announce the addition of John T. Araneo to our firm as Partner to lead our Cybersecurity Law practice. We’d also like to highlight the promotion of Frank J. Martin to Partner and F ..read more

TRANSITIONS MATTER. Done well, they are the first step in a new and exciting chapter for senior investment management professionals. Gone wrong, they can lead to years of acrimonious litigation and missed professional opportunities. When senior investment management employees or partners leave their current firms to join another or start their own, navigating this critical moment requires a deep understanding of the legal and contractual basis of their current arrangements, an honest understanding of the relationship between the principal and their current firm, and a clear set of objectives ..read more

December 2022 Clients, Friends, Associates: As we near the end of 2022, we have highlighted some recent industry updates that we believe may impact our clients. We have also developed a checklist to help managers effectively oversee the business and regulatory landscape for the coming year. While we strive to present an informative, albeit brief, overview of these topics, we are also available should you have any related questions. This update includes the following: Q4 Matters Annual Compliance & Other Items Annual Fund Matters Annual Management Company Matters Notable Regulatory & ..read more

Items to Consider for Fund Terms / Structures We are moving into the next phase of operations after the FTX collapse – for those crypto funds that did not face issues with assets on FTX (and even for those who did and who are remaining in business), we are now examining how this disruption changes the way managers operate their business and/or how do investors look at crypto fund terms and operational structures.  As managers deal with questions from investors, or how they will proceed with their operations post-FTX bankruptcy, they may want to be thinking about the following items: Side ..read more