Business development companies (BDCs) rely on us for guidance on all aspects of their business, including formation, organizational structure, operation, regulatory disclosures and compliance, and capital-raising activities. We counsel BDCs and their investment advisers on risk management strategies, record-keeping obligations, and creating and implementing robust compliance programs. We also advise BDCs and their directors and trustees on a broad range of operational issues. In addition, we represent BDCs in private offerings, publicly registered non-traded offerings and underwritten public offerings on a variety of issues, including navigating the SEC and FINRA review process and qualifying the offering under the “Blue Sky” laws at the state level.
We provide a full range of services to BDCs, including:
- Counseling on structural options available when establishing a BDC, including operating as a private BDC or a publicly registered non-traded BDC or pursuing an underwritten public offering.
- Providing business planning advice.
- Preparing and filing registration statements with the SEC and organizational documents with state authorities.
- Providing marketing, advertising and distribution advice.
- Obtaining FINRA clearance of public offerings and qualifying public offerings pursuant to “Blue Sky” laws at the state level.
- Advising boards and/or independent directors/trustees on regulatory and corporate governance matters.
- Developing and implementing compliance programs and regulatory controls.
- Counseling on mergers and acquisitions, including assisting with due diligence.
- Providing advice on creating new product structures.
- Obtaining exemptive, no-action and similar relief from regulators.
- Reviewing and providing other assistance relating to periodic reports filed with the SEC pursuant to the Securities Exchange Act of 1934.
- Preparing corporate and compliance calendars.
- Preparing board and committee materials and taking minutes at board and committee meetings.
- Preparing proxy statements, post-effective amendments and various other regulatory filings.
- Working with auditors, accountants and administrators.
- Counseling on regulatory and business developments.
- Responding to regulatory inquiries, assisting in preparing for and responding to regulatory examinations, and providing representation in enforcement proceedings.
June 01, 2019
Overview of SEC’s Proposed Rule Changes for Business Development Companies - Investment Management Update
April 17, 2019