Securities Act of 1933: Federal law governing the offer and sale of securities, requiring registration unless an exemption applies. Investment clubs must ensure compliance or qualify for exemptions.
Securities Exchange Act of 1934: Federal law regulating secondary trading of securities and establishing the SEC. Relevant for investment clubs' trading activities and reporting requirements.
Investment Company Act of 1940: Federal law regulating investment companies. Investment clubs typically seek to qualify for exemption under Section 3(c)(1).
Investment Advisers Act of 1940: Federal law governing investment advisers. Investment clubs need to structure operations to avoid registration requirements.
Internal Revenue Code: Federal tax law governing partnership taxation rules applicable to LLCs, affecting how investment clubs' profits and losses are taxed.
State LLC Laws: State-specific legislation governing LLC formation, operation, and dissolution. Varies by state and provides framework for operating agreement.
Blue Sky Laws: State-specific securities regulations that may affect investment club operations and member participation requirements.
State Investment Club Regulations: Specific state-level rules governing investment clubs, including registration requirements and operational restrictions.
State Tax Laws: State-specific tax regulations affecting LLC taxation and reporting requirements for investment clubs.
SEC Regulations: Federal regulatory requirements specific to investment clubs, including exemptions and compliance obligations.
FINRA Requirements: Self-regulatory organization rules that may apply to investment club activities, particularly if engaging in certain securities transactions.
Fiduciary Duty Laws: Legal principles governing the duties owed by club managers/officers to members, including duty of care and loyalty.
Contract Law Principles: General contract law principles affecting the enforceability and interpretation of the operating agreement.
