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Richard M. Cutshall

Richard M. Cutshall is Co-Chair of the firm’s Financial, Regulatory and Compliance Practice, Co-Chair of the firm’s Private Funds Group, and Co-Chair of the firm’s Investment Management Group. Rich has experience representing clients in a variety of investment management, general securities, and corporate matters, including the representation of mutual funds, ETFs, and other funds registered under the Investment Company Act of 1940; fund and ETF independent directors; unregistered investment funds; federally registered, state registered, and federally and state exempt investment advisers; broker-dealers; and an array of public and private companies.

Rich represents investment adviser clients at all stages of their life cycle, from concept and formation through registration, daily operation through wind-down and exiting the business, including representing investment adviser clients on both the buy-side and sell-side in M&A transactions. He also represents clients in all aspects of investment company practice, including organizing and forming new funds and ETFs, registering mutual funds and ETFs with the SEC, and the acquisition and merger of public funds.

In the course of representing investment advisers and public and private funds, Rich advises Greenberg Traurig’s clients on all aspects of securities regulatory compliance, particularly including new and existing SEC rules; SEC examination, regulatory, and investigative initiatives and sweeps; the SEC’s proposal, adoption, and implementation of new regulations, such as the recently rewritten investment adviser marketing rule; and finding compliance solutions related to the regulatory scheme applicable to investment advisers and investment funds, including implementing both novel and long-standing SEC regulatory guidance and interpretations. He also advises clients on the day-to-day aspects of corporate governance, board and adviser fiduciary responsibility, and SEC compliance, as well as assisting clients in all aspects of SEC and other regulatory examinations.

Rich has given presentations on and assists a variety of investment management clients with their compliance with anti-money laundering laws, and has performed annual independent third party audits of several clients’ anti-money laundering policies, programs and controls.

Rich also has experience representing clients in many industries in the sale or acquisition of businesses, formation of corporate entities, sophisticated contract negotiations, and in obtaining, renewing and renegotiating the terms of financing business operations. He routinely works with clients’ chief executive officers, chief financial officers, directors, and in-house general and assistant general counsels, including occasionally working from clients’ corporate headquarters upon request. Rich works with corporate and finance clients of all sizes, from startup family-run businesses and entrepreneurial endeavors to Fortune 500 clients. He also has experience representing clients across many industries, including health care, data management, retail product display and advertising design and manufacturing, industrial manufacturing, and real estate management and brokerage industries.

The U.S. Supreme Court held that ICA Section 47(b) creates no implied private right of action for rescission, shifting potential litigation risks for fund governance challenges to SEC enforcement, Section 36(b) claims, and state-law theories.

Continue Reading Supreme Court Limits Private Rescission Claims Under the Investment Company Act

The SEC’s Division of Examinations has issued a Risk Alert identifying recurring deficiencies in how investment advisers disclose and manage economic conflicts of interest, with observations spanning cash management recommendations, fee practices, Form ADV disclosures, and compliance program design.

Continue Reading SEC Division of Examinations Publishes Risk Alert on Economic Conflicts of Interest

On May 18, 2026, the SEC rescinded Rule 202.5(e), ending its decades-old prohibition on post-settlement public denials by settling parties. This shift removes a longstanding settlement friction point and may affect how companies and individuals approach SEC enforcement matters, public communications, and parallel litigation.

Continue Reading SEC Rescinds Longstanding ‘No-Deny’ Settlement Policy in Enforcement Actions

The SEC has raised the financial thresholds for “qualified client” status under the Investment Advisers Act, with new assets-under-management and net worth requirements taking effect June 29, 2026.

Continue Reading SEC Raises Threshold for ‘Qualified Client’ Status, Effective June 29, 2026

On Aug. 21, 2025, Judge Margaret Ryan, a former senior judge of the United States Court of Appeals for the Armed Forces, was named the Securities and Exchange Commission’s director of the Division of Enforcement.
Continue Reading SEC Enforcement Director Makes First Public Remarks on the Wells Process and Enforcement Priorities

On December 9, 2025, the Financial Industry Regulatory Authority (FINRA) released both its 2026 FINRA Annual Regulatory Oversight Report (the “Report”), and a companion FINRA Unscripted podcast (the “Podcast”), featuring senior FINRA leaders providing insights about the Report. Continue Reading Providing Useful Tools: FINRA Releases its 2026 Annual Regulatory Oversight Report, Together with a FINRA Unscripted Podcast Filled with Senior Leadership Insights

On Nov. 17, 2025, the U.S. Securities and Exchange Commission (SEC) issued a No-Action Letter confirming that it will not recommend enforcement action if a registered representative-owned personal services entity

Continue Reading Path Cleared for Registered Representative-Owned PSEs To Receive Transaction-Based Compensation

On July 21, 2025, the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a press release announcing that it will extend the effective date of the final rule establishing anti-money laundering/countering the financing of terrorism program and suspicious activity report filing requirements for certain investment advisers and exempt reporting advisers (IA AML Rule), from Jan. 1, 2026, to Jan. 1, 2028.

Continue Reading FinCEN Postpones Effective Date of Investment Adviser AML Rule and Announces Intent to Revisit Its Scope

In 2021, the SEC adopted the Marketing Rule, and in 2023, issued an FAQ requiring private fund managers to show net-of-fees performance alongside gross performance. Managers found it difficult to calculate net performance for individual investments, as fees are generally charged at the fund level.
Continue Reading SEC’s Marketing Rule Updates May Provide Relief for Investment Managers